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HomeMy Public PortalAboutAddendum No. 3 to Contract No. 150-2017 - TRC Environmental - Evaluating Status of site Remediation - 16 W Main StADDENDUM THIS ADD D M, (Number 3 to Contract No. 150-2017) is made and entered into this day of ell�`_ , 2018, by and between Richmond, Indiana, a municipal corporation acting through its Board of Public Works and Safety with its office at 50 North 5'' Street, -.Richmond, Indiana, 47374 (hereinafter referred to as "City"), and TRC Environmental Corporation, 10475 Crosspoint Boulevard, Suite 250, Indianapolis, Indiana, 46256 (hereinafter referred to as "Contractor"). WHEREAS, City and Contractor entered into Contract No. 150-2017 on November 2, 2017, which Agreement retains Contractor to provide professional and technical support services in connection with the Site Evaluation of the former Manufactured Gas Plant (MGP) Site located at 16 West Main Street in the City of Richmond, Indiana; and WHEREAS, City and Contractor entered into Addendum No. 1 to said Agreement on February 15, 2018, to authorize the extension of the Completion date of said Agreement; and WHEREAS, City and Contractor entered into Addendum No. 2 to said Agreement on April 19, 2018, to authorize Contractor to provide professional and technical support services in connection with the ground penetrating radar (GPR) survey services requested by and paid for by the Indiana Finance Authority ("IFA"); and WHEREAS, The Parties wish to amend said Agreement to authorize the provision of additional professional services to be performed by Contractor in connection with the remedial completion services based upon certain revised technical memorandum, as approved by the Parties and as requested by the IFA. NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, including the above stated recitals, City and Contractor hereby agree as follows: The City and Contractor executed and entered into Contract No. 150-2017, on November 2, 2017, which Agreement is incorporated herein by reference. Pursuant to Contract No. 150-2017, Section X (Miscellaneous), the Parties may alter or amend the Agreement in whole or in part at any time by filing with the Agreement a written instrument setting forth such changes signed by both Parties. 2. The City wishes to retain Contractor to provide additional professional services in connection with the remedial completion services of the former Manufactured Gas Plant (MGP) Site based upon certain revised technical memorandum as discussed by the Parties and as requested by the Indiana Finance Authority ("IFA"), which services shall be performed in a manner consistent with Contract No. 150-2017. Contractor's proposal, dated July 23, 2018, consisting of 55 pages, is attached hereto as Exhibit A and _;incorporated herein by reference. Contractor agrees to abide by the same. Costs to complete said services shall be covered by the Indiana Department of Environmental Management ("IDEM") and/or IFA. The remainder of the terms and conditions set forth in the Agreement shall remain unaltered and shall continue to apply, except to the extent the Completion date was previously extended to January 31, 2019, in accordance with Addendum No. 1 to said Agreement and except to the extent the additional GPR services we added to said Agreement in accordance with Addendum No. 2 to said Agreement. Addendum No. 3 to Contract No. 150-2017 Pagel of 2 City and Contractor expressly agree that all other terms, conditions, and covenants contained in Contract No. 150-2017, shall be applicable to this Addendum, unless such term, condition or covenant conflicts with this Addendum Number 3, in which case this Addendum Number 3 shall be controlling. This Addendum Number 3, shall not be construed to apply any third -party beneficiary status to any person or company whatsoever, nor shall the City be bound by any third -party or sub -contractor provisions referenced or contained within Contractor's proposal attached hereto. 4. Both Parties hereby agree that with the exception of the additional professional services in connection with the remedial completion services to be performed by Contractor in accordance with this Addendum, Contract No. 150-2017 shall remain intact and unchanged and in full force and effect. 5. Both Parties agree that any person executing this Contract in a representative capacity hereby warrants that he or she has been duly authorized by his or her principal to execute this Addendum. IN WITNESS WHEREO is Addendum is executed and approved by the undersigned representatives this � day of �mnek _, 2018, retroactive to August 31, 2018. "CITY" THE CITY OF RICHMOND, INDIANA by and through its Board of Public Works and Safety By: 61,U r �t— Vicki Robinson, President BY: V Richard Foore, Member By: Emily er, Member Approve( Date: 0 ZZ �� "CONTRACTOR" TRC ENVIRONMENTAL CORPORATION 10475 Crosspoint Boulevard, Suite 250 Indianapolis, IN 46256 By: Printed: Title: /Fc e 1,'e5w y� Date: /r�Z 1-2 6 Page 2 of 2 10475 Crosspoint Blvd. Suite 250 Indianapolis, IN 46256 317.517.2616 vi+or:E www.trcsolutions.com Ms. Beth Fields, Controller City of Richmond, Indiana 50 North Fifth Street Richmond, Indiana 47374 Reference: Scope of Work and Fee Remedial Program Completion Former MGP Site 16 East Main Street Richmond, Indiana Dear Mr. Fields: TRC Environmental Corporation (TRC) is pleased to submit this scope of work and fee to provide remedial completion services to the City of Richmond, Indiana (the City) at the former Manufactured Gas Plant (MGP) Site located at 16 West Main Street in Richmond, Indiana. This scope and fee has been developed based upon the Revised Technical Memorandum dated June 22, 2018 and subsequent discussion with Ms. Tracey Michael and Ms. Andrea Robertson Habeck of the Indiana Brownfields Program on July 20, 2018. TRC is pleased to offer this assistance to the City. Please contact me at 317-517-2616 or bbertl@tresolutions.com with any questions or to discuss this project further after you have had an opportunity to review our proposed scope of work and associated fee for this project. If acceptable, please issue a Purchase Order for the services outlined in the attached scope of work and referencing the currently negotiated Terms and Conditions between TRC, the City and the Indiana Finance Authority. Sincerely, TRC Environmental Corporation Brooks R. Bertl, P.E., P.G. Donald A. Fay Principal Consultant Vice President Attachments: Scope of Work SE Sciences Scope and Fee - Persulfate Injection Activities 2018 TRC Environmental Standard Rate Schedule Contract Terms and Conditions - Indiana Finance Authority, City of Richmond and TRC Corporation IFA Funding Information y The City of Richmond, Endiana Attachment 1 Scope of Work JEXMIBITt)�__PACE y ti The City of Richmond, Indiana Scope of Work for Former MGP Site Remediation BACKGROUND The City of Richmond, Indiana (the City) is currently implementing a Remedial Action Work Plan (RAWP) including source removal, groundwater remediation and soil capping activities at the former manufactured gas plant (MGP) site located in Richmond, Indiana (the Site) as shown in Figure 1. Source removal and capping activities were completed in early 2013 and the former MGP site has been converted to green space and an access drive to the Veteran's Memorial Park in the Whitewater Valley Gorge. The details of the source removal action and capping activities are included in the Indiana Department of Environmental Management (IDEM)-approved RAWP dated November 2011. The Site is currently enrolled in the Indiana Brownfields Program and is assigned Number 4980004. In addition to source removal and capping activities, the RAWP includes considerations to address chemicals of concern (COC) identified to the west of the former MGP property in groundwater in an attempt to prevent COC impacts to the adjacent Whitewater River and the City Well Field. Previous investigation and characterization of the nature and extent of MGP-related residuals and evaluation of potential exposure to COC has been conducted in accordance with the IDEM Remediation Closure Guide (RCG) and was submitted to the Indiana Finance Authority (IFA). The IFA reviewed this information and agreed to fund the MGP remedial program including the previously completed source removal and capping activities as well as the uncompleted groundwater remediation activities. In 2017, the City engaged TRC Environmental Corporation (TRC) to investigate the current groundwater conditions at the site for remedial funding considerations. Based upon the laboratory analytical results from TRC's December 2017 sampling event, a downgradient groundwater plume as illustrated in Figure 2 was identified at the Site. This is consistent with previous Site investigation results and supports the groundwater remedial program presented in the site -specific RAWP. Some reduced COC levels from the previous sampling program in November 2013 indicate that natural biodgradation, possibly the result of sulfate reduction, is occurring in the groundwater in the floodplain at the Site. Therefore, the approved RAWP remediation program will incorporate persulfate injection to address this groundwater plume. The December 2017 analytical results also indicated existing COC sources at the site. The results confirm the previously identified source(s) in the vicinity of MW-004R and MW-006. These source areas have been previously addressed by installation of a site cap in accordance with the approved RAWP. It should be noted that an Environmental Restrictive Covenant (ERC) may be applicable for the residual contamination in the capped area, but has not yet been developed or implemented. Increased COC levels in groundwater, indicating the possibility of a previously unidentified source in the vicinity of MW-012S, MW-012D and MW-015, were identified during the December 2017 sampling program. Elevated COC levels in soil in the vicinity of MW-016 were also Richmond MGP Remediation Scope of Work_Final_072318.docx/sap Page 1 1-_XH1B1T _ft_ PAGE The City of Richmond, Indiana identified during previous Site investigation. Therefore, a subsurface survey utilizing ground penetrating radar (GPR) was performed in these areas to determine if other COC sources exist. The GPR survey involved utilization of a cart -based radio transmitter to emit radio wave pulses over the surface of the grassy area west of the MGP Site in the Whitewater River floodplain. The GPR scanned the subsurface at depths from immediately beneath the covering grass layer to 12 feet below ground surface (ft-bgs). Findings of the GPR survey performed on April 18, 2018 showed only undisturbed fill material and one buried water line located in the floodplain immediately west of the MGP Site. No subsurface structures which could have contributed to subsurface contamination were identified in the area of investigation in the floodplain, west of the MGP property. Based upon the results of the GPR survey, which showed no evidence of any previously unidentified subsurface structures at the former MGP Site, no removal of previously unidentified subsurface structures is necessary. Based upon GPR survey results and previous Site Investigation activities, the COC impacted groundwater plume, as previously identified in the November 2013 groundwater investigation and confirmed in December 2017 (see Figure 2), will be treated in situ with persulfate injections in the vicinity of monitoring wells MW-012S, MW-012D, MW-015, MW-016 and MW-017 (Figure 1). In addition to persulfate injection activities, soil with elevated COC content in the vicinity of MW-016 will be removed for offsite transport and proper disposal prior to persulfate injection activities. With the understanding that residual COC are located beneath the cap on the Site and that an ERC may be prepared by the Indiana Brownfield Program to provide an institutional control for these residual COC, the limited excavation and persulfate injection activities described in this scope of work will be undertaken to protect COC from impacting the Whitewater River as originally outlined in the IDEM-approved RAWP. The remainder of the existing IFA Brownfield funds slated for this Site will be expended to perform sampling and analysis of groundwater from the monitoring well network located in the Whitewater River floodplain to demonstrate that the Whitewater River and Richmond Municipal Well Field are being protected from residual MGP COCs as provided for in the RAWP. TRC has developed the following scope of work including cost, schedule and health and safety considerations to complete the Site remediation activities included in the approved RAWP on behalf of the City. SCOPE OF SERVICES Phase I: Excavate COC Impacted Soil in the Vicinity of MW-016 Initially, the TRC Field Engineer and a subcontract excavation crew will mobilize to Richmond to remove previously identified COC impacted soil in the vicinity of MW-016. The area of impacted soil is anticipated to be approximately 10 feet (ft) by 10 ft at a depth of 10 to 12 ft-bgs. This corresponds to a mass of approximately 10 to 15 tons of impacted soil that will require removal. The excavation crew will utilize a backhoe or small excavator to excavate overburden soil from Richmond MGP Remediation Scope aTXHISIT Page 2 r The City of Richmond, Indiana the surface to the target depth of 10 ft-bgs. The walls of the excavation will be sloped back on an approximate 1:1 slope for safety purposes. The overburden material will be stockpiled next to the excavation for use as backfill material following COC impacted soil removal. Once accessed, the impacted soil will be excavated and direct loaded onto an awaiting triaxle dump truck for transport to an approved disposal facility. It should be noted that this scope of work assumes that the impacted soil will be disposed as non -hazardous waste. The TRC Field Engineer will monitor the excavation and the excavated soil utilizing a photoionization detector (PID) in order to identify impacted soil slated for removal. Following completion of soil removal activities, TRC will collect confirmatory soil samples from the excavation. Based upon the estimated excavation size, TRC will collect a total of six (6) soil samples; one from each of the sidewalls and two from the base of the excavation. These samples will be properly containerized and sent to an environmental laboratory for PAH, BTEX and arsenic analyses. Following sampling activities, the excavation will be backfilled utilizing the non -impacted overburden soil previously removed from the excavation. Any remaining void space will be backfilled with clean barrow material which has been certified as non -contaminated material from the source location. It is very likely that monitoring well MW-016 will require removal to access potentially impacted soil. As such, MW-016 will replaced following backfilling activity for future groundwater monitoring activities. Following monitoring well replacement activities, this phase of the scope will be considered complete. Phase II: Persulfate Injection Activities Based upon previous Site investigation activities, a persulfate agent will be injected in the area of MW-012S, MW-012D, MW-015, MW-016 and MW-017 to allow for treatment to take place in the most impacted areas and allow for any impacted groundwater coming from the source area to pass through the treatment zone as it migrates westward toward the Whitewater. River (Figure 2). Task 1: Bench Testing Previous bench test evaluation has been performed on the Site in a source area in the vicinity of MW-04. This previous bench test evaluation established that persulfate injection will reduce the COC levels in Site groundwater. The current persulfate remediation program will include additional bench scale testing to assess soil and groundwater conditions in the area of MW-012S, MW-012D, MW-015, MW-016 and MW-017 in the Whitewater River Floodplain prior to injections. Specialty Earth Sciences, LLC (SE Sciences), TRC's subcontract partner and a Woman Owned Business Enterprise (WBE), will conduct in-house laboratory testing on soil and groundwater samples collected from the floodplain west of the Site to determine subsurface conditions such as soil oxidant demand, effective porosity, and oxidation validation, among others, to determine the optimum site -specific volume ratio of persulfate injection solution that would be used for treatment. Additional information regarding SEC Sciences injection program is included in Attachment 2. Richmond MGP Remediation Scope of Work_Final_072318.docx/sap page 3 EXHIBIT _ PAGF(5 O"55-1 ,r The City of Richmond, Indiana Task 2: Persulfate Injection Activities Based upon the results of the bench scale testing, SE Sciences will perform the treatment injections in the Whitewater floodplain at the MGP Site in the area stretching from MW-012S, through the MW-016 location to MW-017, as shown in Figure 2. Persulfate injections will be administered via direct push drill rig at a total of 48 individual injection locations, two rows of 24 stretching from MW-012S to MW-017. Each injection location will consist of a 2-inch diameter borehole advanced to a depth of 20 ft-bgs. The injection of the persulfate solution will occur in the 5 ft. interval located from 15 to 20 ft-bgs. It is estimated that a total of 6,500 lbs of persulfate will be injected into the treatment area, however this injection program may be slightly modified based upon the results of bench scale testing. This is a maximum amount of injectate utilized to develop the costs included in this scope of work. If less persulfate is required for treatment, a corresponding reduction in cost will be realized. Phase III: Groundwater Sampling and Analysis Following persulfate injection activities, TRC will perform low -flow groundwater sampling and analysis of existing monitoring Wells located in and downgradient of the injection zone to monitor the effectiveness of the treatment injections. These monitoring wells include: MW-011, MW-012S, MW-012D, MW-015, MW-016, MW-017, MW-101 and MW-102. TRC will conduct five (5) separate sampling events from this well network including 1 month and 4 quarters (3 months, 6 months, 9 months and 12 months) following the injection event. A representative groundwater sample will be collected from each of these monitoring wells using low -flow sampling techniques, in accordance with USEPA-approved methodologies. Groundwater will be purged at a reduced rate until groundwater stabilization for four (4) indicator parameters (temperature, pH, specific conductance, and turbidity) is achieved. Additional groundwater quality parameters (dissolved oxygen, oxidation-reduction potential, etc.) will be measured but not used for determining stabilization. Each groundwater sample will be submitted to Pace Laboratories in Indianapolis, Indiana for a standard, two week turn -around time analysis for COC previously identified at the Site including: benzene, toluene, ethyl benzene and xylene (BTEX); poly -nuclear aromatic hydrocarbons (PAHs); and, total cyanide. During each groundwater sampling event, static water elevations will be collected from onsite monitoring wells and the resulting groundwater elevations will be utilized to develop a groundwater flow map and evaluate flow through the persulfate treatment zone. DELIVERABLES TRC will issue a technical memorandum after each of the groundwater sampling events which will include a brief description of the groundwater sampling event, including sampling procedures, laboratory analytical results, groundwater flow information, data evaluation and conclusions regarding effectiveness of the persulfate injection program and protection of the Richmond MGP Remediation Scope of Work_Final_072318.docx/sap _ Page 4 The City of Richmond, Indiana Whitewater River based upon these analytical results. The initial technical memorandum will also describe the excavation and injection activities, including soil disposal and photographic documentation for these activities. FEE ESTIMATE TRC will perform Phase I, II and III tasks as described above on a time and materials basis in keeping with the rates included in the 2018 TRC Environmental Standard Rate Schedule included as Attachment 3. We are prepared to begin work on this scope of work once we receive approval from the IFA and a Purchase Order from the City referencing the existing Terms and Conditions between the City, IFA and TRC included in Attachment 4. The estimated fee for this project is included in the following table. This fee includes all remaining IFA Brownfield funding as reflected in the most recent project specific Indiana Brownfields Program Disbursement Request Form included in Attachment 5. A breakdown of the fees included in the following table is also included in Attachment 5. It should be noted that the scope of work presented in this document is based upon the available IFA funding calculated in Attachment 5 and does not reflect remediation of this Site to pre-MGP or non-COC impacted conditions. However, the available funding does allow for implementation of the chemical injection program in the Whitewater River floodplain in accordance with the IDEM approved RAWP and allows for the excavation activities in the vicinity of MW-016. The available funding also allows for limited post injection groundwater monitoring included in the RAWP. In addition, it is believed that the scope of work herein will provide protection of the Whitewater River from MGP impacts as outlined in the RAWP. If the post injection groundwater monitoring indicates that COCs may still impact the Whitewater River, or if a more rigorous remediation and/or monitoring program is required by the IFA, additional funding will be required. FORMER MGP SITE REMEDIATION ACTIVITIES ESTIMATED COST Phase 1: Excavate COC Impacted Soil in the Vicinity of MW-016 Task 1 — Field Oversite $1,500 Task 2 — Excavation Activities $10,540 Task 3 — Waste Transportation & Disposal (Non -hazardous) 20 tons @ $83/tan $1,660 Phase I Total $13,700 Phase II: Persulfate Injection Activities Task 1 — Field Oversite $15,000 Task 2 — Bench Testing $15,300 Task 3 — Persulfate Injection Activities $141,600 Phase 11 Total $171,900 Phase III: Groundwater Sampling and Analysis Task 1 — Sampling Activities $12,180 Richmond MGP Remediation Scope of Work_Final_072318.docx/sap ----------------- EXHIBIT PAGE Page 5 The City of Richmond, Indiana FORMER MGP SITE REMEDIATION ACTIVITIES ESTIMATED COST Task 2 — Laboratory Analysis 40 samples @ $83/sample $3,320 Task 3 — Tech Memo Preparation (5 total) $8,311 Phase 111 Total $23,811 Project Total $209,411 ASSUMPTIONS • Sixteen (16), 8 hour, work days for TRC field oversite are included in the cost table above (1 day for Phase I,10 days for Phase II and 5 days for Phase III). If the field program is extended beyond 16 days for reasons beyond TRC's control, an additional fee of $1,500 per day will be incurred for field oversite. • The cost for Phase I does not include collection and analysis of confirmatory samples from the excavation as a result of budgetary constraints. TRC will collect confirmatory soil samples from the excavation for a cost of $200 per sample for the COCs listed above. • The cost for Phase I, Task 3 (Waste Transport and Disposal) assumes that the 20 tons of soil excavated in the vicinity of MW-016 will be transported and disposed of as nonhazardous waste. Any additional tonnage of nonhazardous beyond 20 tons will be disposed for a cost of $83 per ton. • If the excavated soil is characterized as hazardous waste, the cost to transport and dispose of this material will be $480 per ton. Assuming 20 tons of excavated soil, this would increase the base cost of services by $9,600. • The cost for Phase II, Task 3 (Persulfate Injection Activities) assumes that the bench test will confirm that the currently estimated persulfate volume will be sufficient to address the current Site conditions. If the bench test does not confirm the estimated amount of currently contemplated persulfate injectate, the City and the IFA will be notified with alternative cost information and for approval prior to proceeding with the remedial injection program. • The cost for Phase II, Task 3 (Persulfate Injection Activities) includes one injection event as described in this scope of work. This cost also assumes that this injection event will provide sufficient COC remediation to protect the Whitewater River and may not remove COC levels in groundwater to non -detect levels. If non -detection levels in groundwater are required by IFA, additional injection events will be provided for a cost of $156,600 per event ($15,000 for field oversite and $141,600 for persulfate injection) or at a proportionately reduced cost depending upon the effectiveness of the initial injection event. • The cost for Phase III, Task 2 (Laboratory Analysis) assumes that 40 groundwater samples are analyzed for BTEX, PAHs and total cyanide. If additional analyses are required, they will be provided for a cost of $83 per sample. The cost for Phase III (Groundwater Sampling & Analysis) assumes that the eight (8) monitoring wells specified in the scope of work will be sampled during each of the Richmond MGP Remediation Sco E `"'--L ua^'I B721J R inrv/ Page 6 EXHIBI7� PAGE �_OFb 6 t The City of Richmond, Indiana 5 sampling events. If the entire Site monitoring well network of 14 wells is sampled, an additional cost of $2,700 per sampling event ($1,500 for sampling and $1,200 for analysis) will be incurred. The cost for Phase III (Groundwater Sampling & Analysis) includes 5 sampling events for the first 4 quarters following the persulfate injection event. If IFA requires 8 quarters of groundwater monitoring following the injection event, an additional 4 quarters of groundwater sampling, analysis and reporting will be provided for a cost of $19,048 (4 quarters @ $4,762 per event) for the 8 well network included in this scope of work or $29,848 (4 quarters @ $4,762 + $2,700) for the entire 14 well network at the Site. The cost for Phase III (Groundwater Sampling & Analysis) assumes that no waste is generated or disposed as part of this field sampling program. If wastes are generated, additional costs for storage and disposal may be incurred at a cost of $100 per drum of nonhazardous liquid or $1,000 per drum of hazardous liquid. The cost Phase III, Task 3 (Tech Memo Preparation) assumes that TRC will prepare a brief technical memorandum following each groundwater sampling event. As a cost saving measure to allow the Phase I excavation transport and disposal activities, this cost does not include preparation of a Summary Report following persulfate injections or a Remediation Completion Report, nor modification of the existing RAWP or preparation of an ERC. If requested to do so, TRC will prepare a Summary Report for $10,000, a Remediation Completion Report for $15,000 or modify the existing RAWP for $9,500. It is our understanding that the Indiana Brownfield Program will be responsible for ERC preparation. The 2018 TRC Environmental Standard Rate Schedule is included in Attachment 3 for consideration of future services not specified above. TERMS OF CONTRACT TRC will perform the Phase I, Phase II and Phase III services under the Terms and Conditions included in Attachment 4 which have been agreed to by the City, the IFA and TRC. To provide approval for the scope of work presented above, please issue a Purchase Order referencing the attached Terms and Conditions and specifying the services outlined above. SCHEDULE TRC can begin work on the project immediately upon receipt of a written Purchase Order from the City. Assuming TRC receives a Purchase Order on or about July 27, 2017, the following schedule would apply: Richmond MGP Remediation Scope of Work_Final_072318.docx/sap Page 7 EXHIBIT_ PAGE S)' OF The City of Richmond, Indiana Activity Start Completion Notes Date Date Excavate COC Impacted Soil 8/7/18 8/7/18 1 Day Field Program Persulfate Injection Pilot Test 8/9/18 9/10/18 1 Day Field Program 30 Day Data Analysis Persulfate Injection Program 9/11/18 9/21/18 1-2 Week Field Program 30 Day Groundwater Sampling Event 10/22/18 11/23/18 1 Day Field Program 30 Day Memo Pre First Quarter Sampling Event 12/21/18 1/21119 1 Day Field Program 30 Day Memo Pre Second Quarter Sampling Event 3/21/19 4/22/19 1 Day Field Program 30 Day Memo Pre Third Quarter Sampling Event 6/21/19 7/22/19 1 Day Field Program 30 Day Memo Pre Fourth Quarter Sampling Event 9/20119 10/21/19 1 Day Field Program 30 Day Memo Prep I HEALTH AND SAFETY CONSIDERATIONS Safety is our Number One Priority, and TRC will develop a Site Specific Health and Safety Plan ("HASP") for the persulfate injection and groundwater sampling activities. SE Sciences will also develop a separate persulfate injection HASP for its onsite activities. TRC subscribes to Occupational Safety and Health Administration (OSHA) — and United States Environmental Protection Agency (USEPA) — mandated health and safety standards. Because of the wide range of potential exposures for our employees, TRC will make conservative judgments as to potential health risks for this project. The services outlined in this Scope of Work are offered on the basis of providing Level D health and safety protection (coveralls, safety shoes, hard hats, . and eye protection only) with the option to upgrade to Level C protection (respirator and poly suits) if warranted during the persulfate injection activities. Richmond MGP Remediation Scope of Work_Final_072318.docx/sap Page 8 I ■i (T F"R% C 11231 Cornell Park Drive Gncinnati, OH 45242 Phone: 513.489.2255 waw.Ucsol ulions.carn 7'1rc - crs CITY OF RICHMOND, INDIANA FORMER MGP SITE GROUNDWATER SAMPLING AND ANALYSIS SITE LOCATION MAP DRAWN BY: S. MAJOR CHECKED BY: A. DAVIS APPROVED BY: B. BERTL DATE: DECEMBER 2017 PROJ. NO.: 288529 FILE: 288529-001slm.rad FIGURE 1 E:1CilvOfRichmondlNWGP_GW_Eva112017 288529E — Savad By SMAJOR on 12120/2017. 16:35:12 x LEGEND ' MONITORINGWELL H GROUNDWATER FLOW DIRECTION CONTAMINATED GROUNDWATER EXTENT GROUNDWATER CONTOUR (5' INTERVAL, DASHED WHERE INFERRED) PROPOSED INJECTION AREA NOTES 1. BASE MAP IMAGERY FROM PICTOMETRY, APRIL 14. 2016. 2. SITE LAYOUT AND WELL LOCATIONS PROVIDED BY AECOM. LOCATIONS ARE APPROXIMATE. 3. CONTAMINATED GROUNDWATER EXTEND IS APPROXIMATE. l 0 70 140 FM 1'=70' 1:843 CITY OF RICHMOND. INDIANA FORMER MOP SITE GROUNDWATER SAMPLING AND ANALYSIS GROUNDWATER FLOW MAP i MAKK4 w =4e! A DAMS a[om 9 BENR FIGURE 7 .wco e. Airtmie > I C> N1de L. T RC 5 Cxni+.4M 5 �:mi e.0.Ue.1155 tlNon[on TRCThe City ,Richmond, Ondlana Attachment 2 SE Sciences Scope and Fee Persulfate Injection Activities & A A OXIDATIVE INTERCEPTOR ZONE INSTALLATION W/ SOCORE TECHNOLOGY PREPARED FOR: TRC COMPANIES, INC. 10475 CROSSPOINT BLVD. INDIANAPOLIS, INDIANA 46256 PREPARED BY: FORMER MGP SITE RICHMOND, INDIANA SPECIALTY EARTH SCIENCES, LLC Central Region Office 10475 Crosspoint Blvd, Ste. 204 Fishers, Indiana 46256 EXHIBIT- -Pi- PAGE Vt� OE_S� PROPOSAL Rev_R-17-653 Mr. Brooks Bertl, PE, PG May 8, 2018 TRC Companies, Inc. 10475 Crosspoint Blvd. Suite 250 Indianapolis, Indiana 46256 317.517.2616 (p) Subject: Cost Estimate Oxidative Interceptor Zone Installation, w/ SOCORE Technology Former MGP Site IDEM Brownfields Number 4890004 City of Richmond Dear Mr. Bertl: Specialty Earth Sciences, LLC (SE Sciences) is pleased to submit this proposal to facilitate sustained oxidation controlled oxidant release encapsulant (SOCORE) technology, at the above referenced site. This proposal is in response to verbal and written correspondence between, Mr. Cory Smith (SE Sciences) and Mr. Brooks Bertl (TRC) from which remedial services were requested. The proposed scope of work is based on site specific information provided by TRC in the form of verbal, written, and electronic correspondence. This proposal includes our understanding of that information, our proposed scope of services, schedule, costs, and contractual terms and conditions. -Specialized experience and technical competence counts - SE Sciences has developed SOCORE technology and currently holds five (5) related United States patents, one (1) international Japan patent, and four (4) additional patent applications pending. • SE Sciences has presented or co -presented SOCORE technology at over a dozen regional, national, and international conferences. ® SE Sciences has facilitated and/or assisted in the implementation of SOCORE technology at 20+ sites within the United States and Canada. • SE Sciences has successfully designed and/or implemented numerous SOCORE based projects, including CA, IN, GA, KY, CT, NC, SC, NJ, MS, and FL. • SE Sciences manufacturers SOCORE products in-house at their New Albany, Indiana facility. Technical Center • 4350 Security Pkwy • New Albany, IN 47150 • 812.945.0733 Phone • 812.945.0735 Fax • wwwsesciences.com Central Region • 10475 Crosspoint Blvd, Ste. 204 • Fishers, IN 46256 Cost Estimate - SOCORE Technology Location: Richmond, Indiana May 8, 2018 SE Sciences Proposal Rev_R-17-653 We greatly appreciate the opportunity to provide remedial services to TRC. If you have any questions or comments please feel free to contact us at (812) 704-5004. We will be glad to provide additional information as desired. Sincerely, SPECIALTY EARTH SCIENCES, LLC Jason A. Swearingen, CH Technical Director/ Principal Environmental Scientist 2of15 EXHIBIT �� PAGE OF�S� Cost Estimate - SOCORE Technology Location: Richmond, Indiana INTRODUCTION 4 In order to prepare this proposal, SE Sciences has reviewed the technical data submitted to our office by Hepure. Additionally, SE Sciences personnel are familiar with the geological and hydrogeological features of the local area having performed various remedial activities throughout eastern Indiana. The purpose of this proposal is to illustrate the following: • Company overview, • Project approach, • Project team organizational structure, • Project team key personnel overview, • Proposed scope of work, • Cost, estimated work schedule, project conditions, • Attachments. 3of15 May 8, 2018 SE Sciences Proposal Reo R-17-653 f Cost Estimate - SOCORE Technology Location: Richmond, Indiana COMPANY OVERVIEW Currently, SE Sciences maintains three office locations: West Coast - Santa Rosa, CA Central Region - Indianapolis, IN Headquarters - New Albany, IN East Cost - Middletown, VA May 8, 2018 SE Sciences Proposal Rev_R-17-653 The majority of our staff is degreed professionals from diverse environmental scientific fields and related construction specialties. Our staff includes professionals in the field of chemistry, environmental science, hydrogeology, engineering, construction services, and construction management. Embracing large and small assignments with equal enthusiasm, SE Sciences seeks to exceed the expectations of its clients through professional standards -of unparalleled excellence. Wherever SE Sciences operates, its services are guided by uncompromising principles of integrity, quality and cost-effective, innovative solutions —principles designed to ensure that SE Sciences work meets the ultimate challenge of enhancing life while serving client objectives in every possible way. PROTECT APPROACH For our projects, we organize a project team. Typically, the project team members have previously worked together on many similar projects. This team approach provides a systematic individual assignment of work, uses the highest level of talent and experience, and eliminates administrative duplication. A key member of the project team is the project principal. To attain their status, principals complete a three- to five-year certification program, during which they must demonstrate their technical, project management, and communication skills before a designated review panel. They must also be registered in their respective fields of professional specialization. Principals' responsibilities include but are not limited to: • Establishment of project objectives, policies, and procedures, • Project contractual and technical quality oversight, • Client liaison, • Final authority and responsibility for all project work performed. 4of15 EXH1B1T A_ PAGE ���� Cost Estimate - SOCORE Technology May 8, 2018 Location: Richmond, Indiana SE Sciences Proposal Rev R-17-653 PROTECT TEAM ORGANIZATIONAL STRUCTURE 5 of 15 .__ Cost Estimate - SOCORE Technolosy Location: Richmond, Indiana PROTECT TEAM OVERVIEW May 8, 2018 SE Sciences Proposal Rev R-17-653 The Project Team is structured in such a way that one individual, Mr. Jason Swearingen, CHMM has the overall technical and administrative responsibility for the project. Mr. Swearingen will be responsible for project supervision and communication, coordinating the flow of project assignments, tasks and budgets, key stakeholder communication, project management, and technical review. Mr. Swearingen is a certified hazardous materials manager currently serving as the Technical Director/ Principal Environmental Scientist at SE Sciences on a variety of environmental remediation projects. Mr. Swearingen s job duties include large site restorations, remediation system conceptual design and construction management, remediation system installation management and oversight, chemical oxidation conceptual design and treatment, environmental feasibility study layout and implementation and various managerial works. Mr. Swearingen is co -inventor and patent holder as related to the selective oxidation controlled oxidant release encapsulant (SOCORE) technology. Dr. Lindsay Swearingen is currently serving as Managing Partner/ Senior Scientist at SE Sciences on a variety of chemical oxidation projects, business management, and related areas. Her primary job duties included laboratory proof of concept design, feasibility validation, gravimetric - volumetric - and instrumental analyses, data collection and interpretation, QA/QC, technical report construction, and day-to-day laboratory management. Mrs. Swearingen will provide support for the SOCORE implementation and overall treatment design. Mrs. Swearingen is a co -inventor and patent holder as related to SOCORE technology. Dr. Sung Woo Lee is currently serving as an Environmental Engineer/ Senior Microbiologist at SE Sciences on a variety of remedial and R&D projects. His primary job duties include microbial project evaluations, proof of concept design, gravimetric - volumetric - and instrumental analyses, data review, technical report review. Dr. Lee will provide support for the SOCORE implementation and overall treatment design as needed. 6of15 EXH1131T J PAGE �GE � Cost Estimate - SOCORE Technology May 8, 2018 Location: Richmond, Indiana SE Sciences Proposal Rev_R-17-653 PURPOSE • generate proof -of -concept data (laboratory bench scale), • generate site -specific design inputs (laboratory bench scale), • evaluate the overall site specific efficacy of the technology, • construct a conceptual design and installation sequence, • install an oxidative interceptor zone with SOCORE technology. PERSULFATE OXIDATION TECHNOLOGY BACKGROUND Persulfates are one of the most powerful oxidants within the commercial industry. They exist as salts and are available in a sodium, potassium, or ammonium form. Persulfates are commonly used for many industrial purposes such as: electronics - microetching of circuit boards, swimming pools - cleaning agent, cosmetics - hair bleaching additive, pharmaceutical - preparation of antibiotics, and many more. The use of persulfates in ground water treatment applications is a well -documented technology, developed for use with contaminants that are typically not amenable to oxidation using other, more traditional oxidants such as ozone or permanganates. Activated persulfate .oxidation technology relies on the enhanced delivery of a catalyzed sodium persulfate within the subsurface. Providing recalcitrant contaminant (e.g. chlorinates, aromatics, aliphatics, and carbon tetrachloride) remediation; with final benign reaction products of carbon dioxide, water, and inorganic salts via direct electron transfer and radical processes (chlorinated hydrocarbons also produce an inorganic chloride ion). Activated sodium persulfate has been successfully applied to the subsurface with minimal risk to the environment or human health and safety. The sections below describe the typical reactions and reaction products anticipated when persulfate is applied to the subsurface. TYPICAL CHEMICAL REACTIONS OF PERSULFATE There are two mechanisms for sodium persulfate oxidation treatment, direct electron exchange and radical formation. Direct electron exchange involves utilizing the oxidation capacity of the persulfate ion itself, converting to the sulfate ion (SO4 2) upon reaction. This oxidation method is capable of oxidizing some volatile organic compounds (VOC's), including most benzene -based constituents. The second method of sodium persulfate oxidation involves activating the production of anion and free radicals (both SO4 • and OHe within an aqueous medium) through the addition of heat, a caustic environment (>10 pH), divalent, trivalent, and zero-valent transition metals. Use of these methods can expand the destruction capabilities of sodium persulfate oxidation to include more recalcitrant contaminants (e.g. MTBE, Naphthalene, TBA, PCE, TCE,114-Dioxane etc.). The deployment of sodium persulfate, at the City of Richmond site, will result in two types of oxidation reactions: (Primary) oxidation of the soil matrix, particularly natural organic matter (NOM) or other soil organics/ inorganics; and (Secondary) the oxidation of the target compounds (petroleum hydrocarbons). Both reactions will produce carbon dioxide (CO2), sulfate (SO4 2), and bisulfate (HSO4 ). 7 of 15M -- --- - n Cost Estimate - SOCORE Technology May 8, 2018 Location: Richmond, Indiana SE Sciences Proposal Rev_R-17-653 Primant Reactions The chemical equation for the catalysis of persulfate within an aqueous solute, such as groundwater (via breaking of the double oxygen bond, 0-0) is: S208z + H2O => HSO4 + SO4 • + OH - SO4 • + H2O => HSO4 + OH • 20H • => H2O2 => H2O + 1h02 The chemical equation for the activated persulfate oxidation of Benzene (C6H6) is: 15S208-• + C6116 + 12H2O => 6CO2 + 30HSO4 (Secondary Reaction) The chemical equation for the persulfate oxidation of natural organic matter (soil matrix) is: C2oH1808 (humate) + 32H2O + 41S208z => 20002 + 41H2SO4 + 41SO4 2 (Brown, 2003) In these reactions, several by-products, including CO2, sulfate, bisulfate, hydrogen ions, and hydroxyl radicals are generated and released to the groundwater. The by-products of these reactions are not expected to pose water quality problems because most are either innocuous or will readily react with aquifer material and subsequently stabilize. NOTE: Acetone and 2-butanone can be intermediate oxidation products, and it is not uncommon for these compounds to temporarily appear during ISCO events. 8of15 P�EiBIT A_.- PRGE b~� -1 _ _-- Cost Estimate - SOCORE Technology May 8, 2018 Location: Richmond, Indiana SE Sciences Proposal Rev_R-17-653 SOCORE TECHNOLOGY BACKGROUND - No Injections Required Traditional in -situ persulfate oxidant applications have been widely utilized by environmental professionals to address sites impacted with a variety of persistent recalcitrant contaminants. However, while offering a wide array of financial, logistical, and technical benefits, traditional injection events can often be limited by a variety of factors, including: Shallow water tables create unwanted surfacing and combat chemical distribution. • Oxidant to contaminant contact challenges within silts, clays, and other low permeability materials. • Oxidant solubility thresholds, which lower chemical concentrations and raise the amount of injection solvent (i.e. water) required. • Large volumes of aqueous injection mixtures pose the risk of displacing contamination into previously unimpacted areas. • Delivering the designed amount of chemical reagent to each injection borehole and vertical profile is virtually impossible. • Lack of residence time and persistence within a subsurface environment, typically resulting in a narrow window of oxidant activity. • Costly repeat injection labor and equipment expenses, with major site disruptions. SOCORE technology can overcome the aforementioned difficulties of traditional oxidation injections by utilizing the following patented methods: SE Sciences has developed the techniques to continuously coat oxidant crystalline particles with a benign, non -toxic, biodegradable, water insoluble, food -grade paraffin wax. These coated or "encapsulated" oxidant particles can be placed within a subsurface environment and remain in an active state for up to 0.5 - 2 years (contingent upon material size and geometry). The protective wax coating material has been engineered to release the persulfate and activator within a subsurface environment by two primary controlled mechanisms: slow diffusion (over the course of year[s]) and more rapid chemical release upon direct contact with wax degrading hydrocarbon globules. SOCORE materials are most commonly placed into the subsurface as pellet/granular form (various sizes) or solid cores. Both forms are typically installed via hollow stem auger or placed within rechargeable wells. 9of15 1€8T PAGE -1-�rj Cost Estimate - SOCORE Technology Location: Richmond, Indiana May 8, 2018 SE Sciences Proposal Rev—R-17-653 SELECT SOCORE PATENT PUBLICATIONS (available upon request) US Patent Number 7,431,849 B1 "Encapsulated Reactant and Process" (Swearingen et al., 2008). US Patent Number 9611421 B2 "Encapsulated Reactant and Process" (Swearingen et al., 2017). US Patent Number 8,210,773 B2 "Process for Insitu Treatment of Soil and Groundwater" (Swearingen et al., 2010). US Patent Number 8,366,350 "Process for Insitu Treatment of Soil and Groundwater" (Swearingen et al., 2012). US Patent Number 9,061,333 "Process for Insitu Treatment of Soil and Groundwater" (Swearingen et al., 2012). US Patent Application Number 12-269,520 "A Process for Making Environmental Reactants" (Swearingen et al., 2009). US Patent Application Number 13-088,217 "Process for Insitu Treatment of Soil and Groundwater" (Swearingen et al., 2013). US Patent Application Number 13-731,735 "Process for Insitu Treatment of Soil and Groundwater" (Swearingen et al., 2013). 10 of 15 Cost Estimate - SOCORE Technology Location: Richmond, Indiana PROPOSED WORK SCOPE In House Laboratory Bench Scale Testing SE Sciences proposes to perform the following analyses: soil oxidant demand (SOD), effective porosity, bulk density, and fraction of organic carbon utilizing soil and groundwater sample(s) from the above referenced site. Testing activities will provide proof -of -concept and also generate the data necessary in calculating the total volume of chemicals required to facilitate an effective ISCO reactive zone and SOCORE deployment. May 8, 2018 SE Sciences Proposal Rea R-17-653 -Testing Specifications- 1) Soil Oxidant Demand: SOD Persulfate Analysis (high pH activation) SOD Persulfate Analysis (chelated Fe activation) SOD Persulfate Analysis (Mn02 activation) 2) Effective Porosity: Battelle submergence methodology. 3) Bulk Density: ASTM methodology. 4) FOC: Walkley Black. 5) Oxidation Validation Flask Test. Necessan/ Sample Materials: (2) 5 ft. sleeve of soils (full). (3)1-Liter amber bottles - unpreserved. -Bench Scale Testing Data Preparation and Evaluation - Data and findings will be summarized in the form of a letter report (with applicable data sheets, findings, interpretation, and evaluation) and submitted to TWC upon completion. Data will be evaluated and interpreted by a senior professional utilizing standard industry protocols and accepted practices; final data review will be conducted by a PhD or Principal Environmental Scientist. Upon favorable laboratory bench scale results, SE Sciences will utilize the generated data to prepare and construct a site specific SOCORE design, layout, and sequence, to be implemented at the Former MGP site. 11 of 15 XHBIT __.N., PAGED OF��- Cost Estimate - SOCORE Technology May 8, 2018 Location: Richmond, Indiana SE Sciences Proposal Rea R-17-653 Task 1.0 - Bench Scale Testing Labor and Expenses......................................................$ 12,500 Task 2.0 - SOCORE Interceptor Zone Design and Layout Laborand Expenses......................................................$ 7,500 Task 3.0 - SOCORE Interceptor Zone Installation Laborand Expenses......................................................$126,158 • (48)10" diameter boreholes • 5 foot vertical target zone (-15 to 20-ft bgs) • Borehole pattern will most likely be a combination of 2-row cell configurations. • 48 boreholes are estimated for areas adjacent to MW-017, MW-015, MW-012 • (4 of the 48) boreholes will be constructed as 4" PVC Type II deployment wells o Rechargeable holders will be utilized within said wells • Borehole installation and SOCORE deployment by SE Sciences staff • High release SOCORE persulfate and activating material will be deployed at each borehole location. • SOCORE material geometry (and subsequent release rates) will be contingent upon final design (eg. granules vs. pellets) • Estimated 6,500 lbs. of SOCORE persulfate and activator material total ESTIMATED TOTAL $146,518 12 of 15 E..XHPPIT.A_ PAGE �OF jS Cost Estimate - SOCORE Technology May 8, 2018 Location: Richmond, Indiana SE Sciences Proposal Rev_R-17-653 11115113� o Primary c MW-012Dt ^.13:9_ e 'tl'i67 1 �3US M MW-001 101 MW-016 . I 113113 mary h1W-0 17 I' MW-00311 1 11/13/13 MW-00'1R Primary MW-017 11/13/13 I 1 Primary 76.4.. Consllluent 1 i f In -Text Fig.1-1: Interceptor Cells (Location is Conceptual) ADDITIONAL SCOPE (OPTIONAL) SOCORE installation area(s) adjacent to MW-002R, MW-004R, and/or MW-006 Labor and Expenses......................................................$ 35,000/ 1,000 sq. feet GENERAL BASE ASSUMPTIONS • 3,150 square feet of interceptor zone cells • 5 foot target area thickness • 60% of target area is LPM • 40 % of target area is sands • Soil oxidant demand is 4 g/kg • Average effective porosity is 25% • Average fraction organic carbon is 0.002 g/g • Soil bulk mass density is 1500 kg/m3 • SOCORE boring depths < 20-ft bgs • 0.5 cubic yds of spoils per boring location NOTE: Final full scale deployment contingent upon final design. 13 of 15 EXHIBIT PAGEs1`��r°�_ Cost Estimate - SOCORE Technology Location: Richmond, Indiana DATA GAPS May 8, 2018 SE Sciences Proposal Ret_R-17-653 • Site specific hydrogeology (eg. hydraulic conductivity) unknown. • Soil oxidant demand unknown. • Groundwater quality (eg. ORP, pH, DO, etc) unknown. • Source area(s) unknown. • Total SOD and contaminant mass demand within target area(s) unknown. • pH buffering demand unknown. ADDITIONAL PROTECT ASSUMPTIONS • The costs and labor associated with acquiring any applicable local, state, or federal regulatory permits and pre -authorizations associated with implementation of the scope of work are not included in this proposal. These authorizations (if needed) are the sole responsibility of others. SE Sciences reserves the right to revise scope/ costing based upon laboratory bench scale analytical results, final design, or other site conditions unknown at the time of proposal construction. • Unidentified areas of subsurface liquid phase hydrocarbon (LPH) or unanticipated elevated levels of dissolved phase hydrocarbons will significantly reduce treatment efficiency. ADDITIONAL PROTECT TERMS • Terms of payment: Net 30 days. • If payment is not received within sixty (60) days from the date of invoice, client agrees to pay a 1.5% monthly financing fee until past due amount is paid in full. • Services may be suspended if payment of any invoiced amount is not received within sixty (60) days from the date of invoice. • Proposal is subject to the attached terms and conditions. • Proposal and pricing are valid for 90 days. • The proposal and pricing is based on our interpretation of the information that has been made available to us. Exceptions have been noted wherever possible. In the event of a conflict between the language in the specification and the proposal, the language in the proposal takes precedence and is the basis of the proposed pricing. SE Sciences reserves the right to reject any order based on differences in pricing. SE Sciences reserves the right to reject any order based on differences in interpretation of the specification, or for any reason, at the time an order is tendered. • SE Sciences will not initiate work without a fully executed contractor purchase order. Any deviations, alterations, or unexpected conditions related to the stated scope of work will be addressed with contract change orders. Abiding by the attached fee schedule. 14 of 15 �1�PT PAGE ` C ;-OF 1 Cost Estimate - SOCORE Technology May 8, 2018 Location: Richmond, Indiana SE Sciences Proposal Rev R-17-653 • Punch list item(s) payment withholding will not exceed 150 % of fair market price of said item. • All applicable Federal, State, and Local taxes must be paid by the customer. AUTHORIZATION If this proposal meets with your approval, to authorize SE Sciences to proceed and to make this proposal and its attachments the agreement between us, please sign in the space provided and return a copy to us. We appreciate the opportunity to submit this proposal to TWC. If there are any questions concerning this information, please do not hesitate to contact Jason Swearingen at (812) 704-5004. Accel Signatni Date: Attachments: SOCORE Technical Sheet Estimated Chemical Req Model Terms and Conditions Fee Schedule 15 of 15 REMEDIATION SOLUTION1 Improve ISCO project outcomes while reducing costs Independently researched and published by six leading universities including Colorado School of Mines, Ohio State, UNL, Clemson, Purdue, and UNC A&T Specialty Earth Sciences, LLC is the developer of SOCORE technology • Encapsulated reactant technology can provide up to years of controlled oxidant release in saturated soils and groundwater • Enables the oxidant to penetrate the most challenging geological features including clays, fine silts, bedrock, and other Low Permeability Media (LPM) • Mitigates contaminant back diffusion commonly associated with traditional ISCO injec- tions • Passive and effective oxidant delivery throughout the subsurface via advection and con- centration -gradient diffusion. Enhanced oxidant release in the presence of non -aqueous phase liquid (NAPL) • SOCORE materials are installed via boreholes (Direct Push or augers), permanent wells, horizontal drilling, and trenches • NO PRESSURIZED INJECTION, NO CHEMICAL MIXING, NO DUST, NO SURFACING OF LIQUIDS WHAT IS SOCORE? Specialty Earth Sciences has developed techniques to coat oxidant crystalline particles with a benign, non -toxic, biodegradable, water insoluble, food -grade paraffin wax. Potas- sium permanganate and sodium persulfate are the most common SOCORE oxidants. These coated or "encapsulated" oxidant particles can then be manufactured into a variety of finished products to meet your needs. SOCORE materials are supplied in cylinder (aka "candle") form, in sphere (aka "bead") form, in pellets, or in slabs. Please contact our representatives to discuss your application. 0 Specialty Earth Sciences, LLC Environmental Solutions I Technology Development REFERENCES Specialty Earth Sciences IP: US Patent No: 7,431.849 US Patent No: 8,210,773 US Patent No: 8,366:350 US Patent No: 9,061,333 US Patent No: 9,611,421 Japanese Patent No: 6,058.708 US Pat App No: 12-269,520 US Pat App No: 13-088.217 US Pat App No: 13-731.735 US Pat App No: 14-024,046 US Pat App No: 14-920,370 EU Pat App No: 09 826 642.2-1371 Related Publications: Christenson et al. The Water Center, 2016 Kambhu et al. Chemosphere, 2012, 89. 656-664: Christenson et al. Chemosphere. 2012. 89. 680-687. Woo et al. Env Tech, 2009. 30, 1337-1342 Luster -Teasley, Proceedings of 2007 Nalni Conf on Env Sci and Tech. Lee et al, Chemosphere. 2007, 74. 745-750 Lee et al, Chemosphere, 2007. 71, 902-910 Lee and Schwartz. Chemosphere, 2007, 69, 247-253. Lee and Schwartz. Chemosphere, 2007, 66. 2058-2066. Ross et al Journal of Envir'on. Eng., 2005, Vol. 131, 1203-1210. Kang et al. hid. Eng. Chem Res., 2004, 43, 5187-5193. 16892 Bolsa Chica St. Suite # 200 10475 Crosspoint Blvd. Huntington, Beach, CA 92649 Fishers, IN 46256 (p) 714.846.7342Il� 4350 Security Parkway New Albany, IN 47150 (p) 812.945.0733 1 of 5 Calculation Basis: Chemical Estimate for Richmond MPG Site • Dissolved Phase Concentration TOTAL VOC's as Benzene 568 µg/L Averaged 2017 • Adsorbed Phase Concentration NA µg/ kg • SOD - Persulfate g/kg (Estimate) • Effective Soil Porosity (n) 0.25 (Estimate) • Avg. Fraction Soil Organic Carbon (f oc) 0.002 g/ g (Default) • Soil Bulk Mass Density (p) • Soil adsorption coefficient (xoc) Benzene • Saturated Target Thickness • Total Target Volume: (3150 ft2 x 5' thickness = 15750ft3) (3) 15 ft wide cells 1500 kg/rn3 (Default) 58.9 MI/ g (Default) 5 ft. 15,750 ft3 The document contains proprietary and confidential information that is the property of Specialty Earth Sciences, LLC. This document is released to the receiving party on the understanding that the receiving party: • Acknowledges and accepts the proprietary and confidential nature of the information contained herein, and • Agrees that it will not directly, or indirectly, disclose information contained herein to a 3rd party, or reproduce in any fashion. If these conditions are not acceptable to the receiving party, all copies of the document are to be immediately returned to Specialty Earth Sciences, LLC. 1H PAGE � �F S Calculation E uation: 2of5 1a. MASS OF VOC PER VOLUME UNIT OF AQUIFER MATERIAL: TOTAL VOCs Dissolved phase (groundwater) mass/bulk volume: 568 1 µg/L x 2.205E-" 9lbs./ µg x 28.32 L/ ft3 x 0.250 (eff. porosity) lbs. dissolved phase mass/ ft3 (bulk) Adsorbed phase (saturated soil matrix) mass/bulk volume: Kd = (mass VOC's sorbed/mass soils = xo, x fo, (mass VOC's in water/volume water) Kd = 58.9 ml/g x 0.002 = 1.E-01 ml/g Adsorbed mass /unit mass of soil = dissolved concentration x Kd 568 1 µg/L x 0.12 ml /g x 1 L /1,000 ml x 1 mg/ 1,000 µg x 1,000 g/kg 7.E-02 mg/kg Adsorbed mass /unit volume = adsorbed VOC's concentration (mg/ kg) x p 7.E-02 mg/kg x 1500 1 kg/ m3 x 2.205E16 lbs./ mg x m3/ 1,000 L x 28.32 L/ft3 6.E-06 lbs. adsorbed mass (saturated soils)/ ft3 (bulk) Total mass per ft3 of saturated aquifer material: ITOTAL VOCs 9.E-06 lbs. dissolved + 6.E-06 lbs. adsorbed 2.E-05 lbs. total (saturated soils)/ft3 (bulk) The document contains proprietary and confidential information that is the property of Specialty Earth Sciences, LLC. This document is released to the receiving party on the understanding that the receiving party: • Acknowledges and accepts the proprietary and confidential nature of the information contained herein, and • Agrees that it will not directly, or indirectly, disclose information contained herein to a 3rd party, or reproduce in any fashion. If these conditions are not acceptable to the receiving party, all copies of the document are to be immediately returned to Specialty Earth Sciences, LLC. EXHIBIT F_4] 3of5 Calculation Equation: 1b. Mass of activated persulfate and catalyst required to oxidize mass of VOC's (as Benzene) per aquifer volume unit: Equation. 15520$ z + C6H6 + 12H2O => 6CO2 + 30HSO4 Provides a molar ratio of sodium persulfate to VOC's of 15:1. Utilizing the molecular weights of 238.2 pounds per pound -mole for sodium persulfate and 78.1 pounds per pound -mole for VOC's (as benzene), the mass ratio of sodium persulfate to VOC's (as benzene) is approximately 46:1. Based on the mass ratio of 46:1, calculated mass required to oxidize VOC's in soil and groundwater, based on mass of VOC's calculated above. Activated Persulfate Requirement: (Saturated Target Soils) 2.E-05 lbs. total/ft3 x 46 = 7.E-04 lbs./ft3 (Saturated Target Soils) 7.E-04 lbs. persulfate/ fe = 2,E_02 lbs. of M catalyst/ ft3 (bulk) The document contains proprietary and confidential information that is the property of Specialty Earth Sciences, LLC. This document is released to the receiving party on the understanding that the receiving party: • Acknowledges and accepts the proprietary and confidential nature of the information contained herein, and • Agrees that it will not directly, or indirectly, disclose information contained herein to a 3rd party, or reproduce in any fashion. If these conditions are not acceptable to the receiving. party, all copies of the document are to be immediately returned to Specialty Earth Sciences, LLC. EXHE70 1 A PAL9E �_�0— 4of5 Calculation Equation: 2. Mass of Activated persulfate and catalyst required to satisfy mass of scavenging soil oxidant demand per aquifer volume unit: Naturally occurring soil oxidant demand (SOD) requirement: �4 g/kg (SOD) x 1500 kg/ m3 x 2.205E-03 lbs./ g x 1 m3/ 1,000 L x 28.32 L/ ft3 4.E-01 lbs. of activated persulfate / ft3 (bulk) 4.E-01 lbs. activated persulfate/ ft3 (bulk) x ' 1.00 (effective SOD - abiotic loss) lbs. activated persulfate / ft3 (bulk) 4.E-01 lbs. persulfate/ ft3 = 2.E-02 lbs. of M catalyst/ ft3 (bulk) The document contains proprietary and confidential information that is the property of Specialty Earth Sciences, LLC. This document is released to the receiving party on the understanding that the receiving party: • Acknowledges and accepts the proprietary and confidential nature of the Information contained herein, and • Agrees that it will not directly, or indirectly, disclose information contained herein to a 3rd party, or reproduce in any fashion. If these conditions are not acceptable to the receiving party, all copies of the document are to be immediately returned to Specialty Earth Sciences, LLC. 5of5 SOCORE - Persulfate and M Catalyst Requirements Saturated Target Soils and Groundwater: Total Volume = 15,750 fe Effective Pore Volume = 3,938 ft3 Activated Persulfate Req. = 5904 lbs. M Catalyst Req. = 352. lbs. The document contains proprietary and confidential information that is the property of Specialty Earth Sciences, LLC. This document is released to the receiving party on the understanding that the receiving party: • Acknowledges and accepts the proprietary and confidential nature of the information contained herein, and • Agrees that it will not directly, or indirectly, disclose information contained herein to a 3rd party, or reproduce in any fashion. If these conditions are not acceptable to the receiving party, all copies of the document are to be immediately returned to Specialty Earth Sciences, LLC. I SCECIq�Ty ySCIENL�y TERMS AND CONDITIONS DEFINITIONS. When used herein, the terms "we', "us", "SES", 'SESCIENCES', "Specialty Earth Sciences, LLC' or "our' refer to Specialty Earth Sciences, LLC., and the terms "you', "your", "he", "his', "it", "Client", "Clients' and "its' refer to Client. SERVICES TO BE PROVIDED. Specialty Earth Sciences, LLC is an independent consultant and agrees to provide CLIENT, for its sole benefit and exclusive use, with the consulting services set forth in the attached Scope of Work, which is incorporated by reference. There are no third party beneficiaries to this Agreement. SCOPE OF WORK. Client has requested that SES perform the Work as specified in and for the charges set forth in our Proposal' (incorporated by reference in its entirety herein) and as authorized by Client's representative. COMPENSATION. Invoices for services provided are due and payable upon net 30 days. Balances outstanding more than thirty (30) days after invoice date shall be deemed delinquent and shall be subject to a monthly finance charge of 1 112 percent, court costs, attorney's fees and any other cost of collection incurred by Specialty Earth Sciences, LLC. RIGHT OF ENTRY AND RIGHT TO PROCEED. Client grants a right of entry from time to time to SES, its agents, staff, consultants, and contractors or subcontractors, for the purpose of performing and with the right to perform all acts, studies, and research including without limitation, the making of tests and evaluations, pursuant to the Work. Client represents that it possesses all permits and licenses required to comply fully with all laws, ordinances and regulations governing the performance of its activities at the site. To the extent that any of the Work requires access to property owned or controlled by a third party, Client represents that it has obtained all licenses, permits, and rights -of -way necessary to grant SES access to such property. STANDARD OF CARE. SES will perform its services using that degree of skill and care ordinarily exercised under similar conditions by reputable members of SES's profession practicing in the same or similar locality at the time the services are performed. NO OTHER WARRANTY, EXPRESS OR IMPLIED, IS MADE OR INTENDED. INSURANCE. SES maintains commercial general liability (including products completion and operation; products environmental pollution endorsements; professional liability) and auto liability insurance. A Certificate of insurance can -be supplied evidencing such coverage. We will not be liable or responsible for any loss, damage, or liability beyond the amounts, limits, coverage, or conditions of such insurance specified above. LIMITATION OF LIABILITY. THE INCLUSION OF A LIMITATION OF LIABILITY PROVISION IN THIS AGREEMENT UNDER THE TERMS SET FORTH BELOW WITHIN THIS ARTICLE IS A MATERIAL CONSIDERATION IN SES'S WILLINGNESS TO PERFORM THE SERVICES. 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CLIENT shall not be entitled to assert a claim against SES based on any theory of professional negligence or violation of the standard of care unless and until CLIENT has obtained the written opinion from a licensed, independent and reputable engineering and/or environmental professional, as appropriate for the Services in question, that SES has violated the standard of care applicable to SES's performance of those Services under this Agreement. CLIENT shall promptly provide such independent opinion to SES and the parties shall endeavor in good faith to resolve the claim within thirty (30) days. HAZARDOUS SUBSTANCES AND CONSTITUENTS. Client shall advise us upon execution of this Agreement of any hazardous substances or any condition existing in, on, or near the site presenting a potential danger to human health, the environment, or equipment. Client shall provide continuing information as it comes available to the attention of Client in the future. By virtue of entering into this Agreement or of performing the Work hereunder, we do not assume control of or responsibility for the site or the person in charge of the site or for communicating with any federal, state or local public agencies regarding the Work or the site or undertake responsibility for reporting to any federal, state or local public agencies any conditions at the site that may present a potential danger to public health, safety or the environment, including but not limited to spills, releases, or leaks. Client shall bear the sole responsibility for communicating with any federal, state or local public agencies regarding the Work or the site, and for notifying the appropriate federal, state or local public agencies as required by law, or otherwise to disclose, in a timely manner, any information that may be necessary to present any danger to health, safety, or the environment, including but not limited to spills, releases and leaks. Client shall indemnify and hold us harmless for the consequences of any communication or reporting by us or by Client to any such public agency. Client shall have sole responsibility for compliance with any and all federal, state or local laws, regulations, guidance or other requirements relating to the handling, treatment, storage or disposal of hazardous substances or constituents, and shall have sole responsibility for any and all changed conditions at, or hazardous substances or constituents introduced to the site by Client or any third party before, during or after the completion of the Work described herein. Client shall have sole responsibility for compliance with all applicable laws relating to the handling, removal, 1 of 3 E Ell fT ::P_GE e, transportation, treatment, storage or disposal of hazardous substances or constituents from, to or at the site, and shall indemnify and hold harmless SES for any and all liability arising from such action, including but not limited to any allegation that SES is an owner, handler, generator, operator, treater, stover, transporter, or disposer under the Resource Conservation and Recovery Act of 1976 as amended, the Comprehensive Environmental Response, Compensation, and Liability Act as amended, or any other similar federal, state or local regulation or law. CONTAMINATED EQUIPMENT. All laboratory and field equipment contaminated in performing the Work which cannot be reasonably decontaminated shall become the property and responsibility of Client. All such equipment shall be delivered to Client for final disposal. Client shall pay all costs associated with the storage, transportation and disposal of such designated equipment. Client agrees to pay the fair market value of any such equipment which cannot reasonably be decontaminated. FORCE MAJEURE. SES shall not be liable for damages due to delay or failure to perform any obligation under this Agreement if such delay or failure results from circumstances beyond the control of SES. In the event of such a force majeure, the time for SES's performance shall be extended for the duration of the force majeure event. UNFORESEEN OCCURRENCES. If, during the performance of the Work, any unforeseen hazardous substances or constituents or other unforeseen conditions or occurrences are encountered which, in our sole discretion affect or may affect the Work, the risk involved in performing the Work, or the recommended scope of the Work, we will promptly notify Client thereof. Subsequent to that notification, SES in its sole discretion may: (a) If practicable, complete the original Scope of Services in accordance with the procedures originally intended in the Proposal: (b) Agree with Client to modify the Scope of Services and the estimate of charges to include work on the previously unforeseen conditions or occurrences: (C) Terminate the Work as provided herein effective on the date specified by us. OPINIONS OF COST. If included in the Services, SES will provide opinions of cost for installation of materials, remediation or construction based upon SES's experience on similar projects. However, such opinions are not intended for use in firm budgeting or negotiation unless specifically agreed otherwise in advance in writing by SES. CLIENT understands the actual cost of work depends on many factors beyond SES's control and may vary significantly from SES's opinion. PRIORITY OVER FORM AGREEMENTSIPURCHASE ORDERS. The parties agree that the provisions of this Agreement shall control and govern over any orders or other form writings issued or signed by the parties, such as purchase orders or work orders, and that Orders may be issued by CLIENT to SES without altering the terms hereof, regardless of any contrary language appearing therein, unless the parties specify in writing that such contrary term(s) apply to the Services which are the subject of the Order(s). CLAIMS. In the event any third party or employee of Client brings suit or claim for damages against us alleging exposure to or damage from material, elements or constituents at or from Client's facility before, during, or after the Work performed under this Agreement, which is alleged to have resulted in or caused disease or any adverse health condition or resulting in cost for remedial action, uninhabitabilitv of property, or other personal injury or property damage, then: Client shall be liable for, hold harmless and indemnify us in any such suit or claim of any kind or of any nature whatsoever and pay on our behalf, to the maximum extent permitted by law, any and all damages, losses, liabilities, obligations, penalties, claims, judgments, costs, disbursements or expenses, including but not limited to attorneys' and experts' fees and other costs, expenses or disbursements, and personnel costs incurred by us as a result of such suit or claim, including any interest thereon. In the event that Client makes a claim against us of any kind or nature whatsoever for any alleged error, omission, or act arising out of the performance of the Work that cannot be mutually resolved without resort to litigation, and Client fails to prove such claim, then Client shall pay all costs incurred by us in defending ourselves against the claim, including, but not limited to attorneys' and experts' fees and other costs, expenses or disbursements, and personnel costs incurred by us as a result of such claim, including any interest thereon. Client agrees that for the purposes of this Agreement it has failed to prove its claim when the monetary amount awarded to or recovered by it is less than the highest sum offered by us in writing to resolve the matter prior to resolution of the claim. EQUIPMENT. In the event that SES leases certain equipment to Client in order to perform the work contemplated by this Agreement: Client shall be responsible to SES for any loss, theft, damage, destruction, or other misuse of that equipment, and shall pay SES upon written demand, the amount necessary to repair or replace that equipment. To cover Client's liability to SES for such equipment, Client may obtain and maintain appropriate insurance against loss, theft, damage, destruction, or other misuse of such equipment, which includes SES as a named insured with a carrier acceptable to us. In the event that any third party or employee of Client brings suit or makes a claim for damages of any kind or of any nature whatsoever against SES arising out of such use of SES's equipment, Client shall indemnify and in any such suit or claim and shall pay on our behalf, to the maximum extent permitted by law, any and all damages, losses liabilities, obligations, penalties, claims, judgments, costs, disbursements or expenses, including but not limited to attorneys' and experts' fees and other costs, expenses or disbursements, and personnel costs incurred by us as a result of such suit or claim. DOCUMENTS. Client will furnish or cause to be furnished such reports, data, studies, plans, specifications, documents and other information deemed necessary by us for proper performance of our services and Client warrants and represents that any such information provided shall not infringe on any United States or foreign patent, copyright, trade secret or other proprietary right of any third party, and shall hold SES harmless and indemnify us for any such infringement. We may rely upon Client -provided documents in performing the services required under this Agreement; however, we assume no responsibility or liability for their accuracy. Client -provided documents will remain property of Client. All documents, including, but not limited to drawings, specifications, reports, boring logs, field notes, laboratory test data, calculations and estimates, prepared by us as instruments of service pursuant to this Agreement, shall be our sole property. Client agrees and acknowledges that all documents of any nature furnished to Client or Client's agents or designees by SES shall be treated as confidential, and shall be. disseminated only to those employees or agents whose duties justify their need to know such information, unless prior written authorization is obtained from SES or disclosure is compelled by a court of competent jurisdiction. Client further agrees that any documents not paid for will be returned to us upon demand and will not be used by Client for any purpose whatsoever. Client further agrees that under no 2of3 EXHIBIT ,?�,_ FACE 30ou, 65 1 circumstances shall any documents produced by us pursuant to this Agreement be used at any location, for any project or by any person not expressly provided for in this Agreement without our prior written permission. If Client uses all or any of our documents for another project or disseminates our documents in violation of this paragraph, client shall to the maximum extent permitted by law indemnify and hold us harmless from any all claims arising from such unauthorized use. Further, no part of any document we deliver to Client shall be reproduced or distributed, whether for advertising or any other purpose, without our prior written consent. Any such reproduction or distribution shall be at Client's sole risk and without liability or legal exposure to SES, and Client shall indemnify and hold us harmless, to the maximum extent permitted by law, from any and all claims arising from such unauthorized reproduction or distribution. TERMINATION. This Agreement may be terminated by either party for any reason upon 10 days' written notice. Upon termination of this Agreement, SES shall be entitled to payment for Work performed up to and including the date the notice of termination is received as well as all reasonable costs of demobilization and closeout of the Work. DUTY TO COOPERATE. The parties agree to provide reasonable access to information regarding the site or the Work performed and to responsible personnel as may be required to address any claim made regarding the Work performed or this Agreements. The parties further agree to provide copies to each other of any claims, demands or notices from any federal, state or local public agency regarding the Work performed or this Agreement. SEVERABILITY. In the event that any provision herein shall be deemed invalid or unenforceable, the other provisions hereof shall remain in full force and effect, and binding upon the parties hereto. SURVIVAL. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating, responsibility or liability between Client and SES shall survive the completion of the services and the termination of this Agreement. INTEGRATION. This Agreement and the documents attached hereto and which are incorporated herein constitute the entire Agreement between the parties and supersede any previous written or oral contracts or negotiations. This Agreement can be changed only by a written instrument signed by both parties. CONSIDERATION. The parties agree that the charges for the Services are sufficiently adjusted to include any specific consideration recited herein as being payable to CLIENT, which said consideration is hereby acknowledged by CLIENT as being sufficient. GOVERNING LAW, VENUE AND JURISDICTION. This Agreement is and shall be deemed to be a contract entered into and made pursuant to the laws of the State of Indiana and shall in all respects be governed, construed, applied and enforced in accordance with the laws of such State. 3of3 ti T5-7 HQ FEE SCHEDULE Professionals Principal Professional/ PE, PG, CHMM...............................................$200.00 PhD, per hour.......................................................................$1 85 00 Senior Professional, per hour..................................................................$175.00 Project Professional, per hour.................................................................$125.00 Staff Professional, per hour.....................................................................$100.00 *Senior Technician, per hour.....................................................................$75.00 *Overtime (> 40 hrs. per week) applies at a rate of 1.5x the hourly rate Technical and Support Personnel Administrative Assistant, per hour..........................................................$65.00 . CADD Operator, per hour.........................................................................$75.00 Expenses Vehicle Mileage, per mile..............................................................................$0.95 PerDiem (per day)..........................................................................................$175 Expenses and Subcontractors ..................................... Actual cost + 15 percent Airfare............................................................................ Actual cost + 15 percent -XHIBIT PAAD GE O� 7 The City of Richmond, Indiana Attachment 3 2018 TRC Environmental Standard Rate Schedule EXHIBIT __jp�s_ PAGE -- F r. 1 f TRC Environmental 2018 Rate Schedule PR. INCIPAUTECHNICAL_DIRECT6R EV28 Level IV $293 EV27 Levellll 254 EV26 Levelll 226 EV25 Level 211 PROGRAM MANAGER/SltN16WTECF NICAL MANAGER' EV24 Level IV $203 EV23 Levellll 189 EV22 Levelll 183 EV21 Level 175 PROJECT/TEOHN[CAL MANAGER _ EV20 Level IV $169 EV19 Levellll 160 EV18 Levelll 154 EV17 Level 148 SENIOR.SCIENTIST/ENGINEER/SPECIALIS i EV16 Level IV $142 EV15 Levellll 136 EV14 Levelll 130 EV13 Levell 124 P,.ROJECT_.. - SCIENTIST/ENGINEER/SPECIALIST EV12 Level IV $118 EV11 Level III 111 EV10 Levelll 105 EV09 Level 99 SCIENTIST/ENGYNEER/SPECIALIST, TECHNIGIANS,;AND PROJECT . S.UPRORT' EV08 Level VIII $93 EV07 Level VII 87 EV06 Level VI 81 EV05 Level V 75 EV04 Level IV 68 EV03 Level Ill 62 EV02 Levelll 56 EV01 Level 46 (') A 15% Mark-up will be added to non -labor costs and expenses/ODCs. (2) A 6% Communication Fee will be applied to all labor charges in lieu of separate reimbursement for photocopying, report production, faxing, computer usage, routine software usage, telephone charges, and postage costs. (3) A 2% fee will be applied to the invoice amount to cover Professional Liability and Related Insurance costs. (4) Overtime rates will apply to non-exempt (hourly) staff in conformance with applicable law. (5) TRC rates are subject to an annual calendar year escalation. (5) Invoicing will apply TRC billing rates in conformance with the rate schedule in effect at the time of the services. m For Litigation or Litigation Support Services, please request a copy of our Standard Rates for Litigation Services. A The City of Richmond, Indiana Attachment 4 Contract Terms and Conditions Indiana Finance Authority, City of Richmond and TRC Corporation EXHISIT_p�PAGEGr �� f TRC ENVIRONMENTAL CORPORATION TERMS AND CONDITIONS 1.0 SERVICES TRC Environmental Corporation ("Consultant") will provide consulting and other professional services on behalf of Client as provided in the Scope of Work. Client is defined in the attached Proposal or Scope of Work. Unless otherwise stated, Consultant's Proposal to perform the Scope of Work expires sixty (60) days from its date and may be modified or withdrawn by Consultant prior to receipt of Client's acceptance. The offer and acceptance of any services or -goods covered by the Proposal is conditioned upon these terms and conditions. Any additional or different terms and conditions proposed by Client are objected to and will not be binding upon Consultant unless specifically agreed to in writing by Consultant. An order or statement of intent to purchase Consultant's services, or any direction to proceed with, or acquiescence in the commencement of work shall constitute consent to these terms and conditions. 2.0 COMPENSATION 2.1 Consultant will invoice for its services on a time and materials basis using the Schedule of Rates embodied in the referenced Proposal. Prices or rates quoted do not include state or local taxes where applicable. Our services may include reimbursable expenses, which are charges incurred for travel, transportation, temporary lodging, meals, telephone calls, fax, postage, courier service, photographic, photocopying and other fees and costs reasonably incurred in connection with the services. 2.2 . Unless otherwise stated in the Proposal, Consultant will submit invoices for services related to the Scope of Work on at least a monthly basis, and Client will make payment within thirty (30) days of receipt of Consultant's invoices. If Client objects to any portion of an invoice, the Client will notify Consultant within fifteen (15) days from the date of receipt of the invoice and will pay that portion of the invoice not in dispute, and the parties shall immediately make every effort to settle the disputed portion of the invoice. 2.3 if Client fails to make any payment due to Consultant within. thirty (30) days after receipt of an invoice, then the amount due Consultant will increase at the rate of 1.5 percent per month after the 30th day. If a retainer has been required and the Client has not paid the invoice within thirty (30) days, TRC shall be entitled to draw upon the 'retainer to satisfy the past due invoice. In addition, Consultant may, after giving seven (7) days' written notice to Client, suspend its services and any deliverables until Consultant has been paid in full for all amounts outstanding more than thirty (30) days. In the event that Consultant must resort to legal action to enforce collection of payments due, Client agrees to pay attorney fees and any other costs resulting from such action. 7-8-10 version 1.0 3.0 CLIENT'S RESPONSIBILITIES 3.1 Client will designate in writing the person or persons with authority to act in Client's behalf on all matters concerning the work to be performed by Consultant for Client. 3.2 Client will famish to Consultant. all existing studies, reports, data and other information available to Client which may be necessary for performance of the work, authorize Consultant to obtain additional data as required, 'and furnish the services of others, where necessary, for the performance of the work. Consultant will be entitled to use and rely upon all such information and services. 3.3 Unless otherwise stated in the Proposal, Client shall be responsible to provide Consultant access to the work site or property to perform the work 4.0 PERFORMANCE OF SERVICE 4.1 Consultant's services will be performed in conformance with the Scope of Work set forth in the Proposal. 4.2 Additional services will be performed and completed in conformance with any supplemental proposals or Scopes of Work approved in writing by the Client. 4.3 Consultant's services for the Scope of Work will be considered complete at the earlier of (i) the date when Consultant's report is accepted by the Client or (ii) thirty (30) days after the date when Consultant's report is submitted for final acceptance, if Consultant is not notified in writing within such 30-day period of a material defect in such report. 4.4 If any time period within or date by which any of Consultant's services are to be performed is exceeded for reasons outside of Consultant's reasonable control; all rates, measures and amounts of compensation and the time for completion of performance shall be subject to equitable adjustment. 5.0 CONFIDENTIALITY Consultant will hold confidential all information obtained from Client, not otherwise previously known to us, unless such information comes into the public domain through no fault of ours, is furnished to us by a third party who is under no obligation to keep such information confidential, or is independently developed by us. 6.0 WARRANTY 6.1 In performing services, Consultant agrees to exercise. professional judgment, xnade on the basis of the information available to Consultant, and to use the same standard of care and skill ordinarily exercised in similar circumstances by consultants performing comparable services in the region. This standard of care shall be judged as of the time and place the services are rendered, and not according to later standards. The expiration date of this warranty is one (1) year from the date of completion of the service. Reasonable people may disagree on matters involving professional 7-8-10 version 1.0 tF PF 1T �PA.—GEE �uF,3 judgment and, accordingly, a difference of opinion on a question of professional judgment shall not excuse CLIENT from paying for services rendered or result in liability to Consultant. 6.2 If any failure to meet the foregoing warranty appears during one year from the date of completion of the service and Consultant is promptly notified thereof in writing, Consultant will at its option and expense re -perform the nonconforming work or refund the amount of compensation paid to Consultant for such nonconforming work. In no event shall Consultant be required'to bear the cost of gaining access in order to perform its warranty obligations. THE FOREGOING WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER WRITTEN, ORAL, EVIPLIED OR STATUTORY, INCLUDING ANY WARRANTY OF MERCHANTABILITY. CONSULTANT DOES NOT WARRANT ANY . PRODUCTS OR SERVICES OF OTHERS DESIGNATED BY CLIENT. 7.0 INSURANCE Consultant will procure and maintain insurance as required by law. At a minimum, Consultant will have the following coverage: (a) Worker's compensation and occupational disease insurance in statutory amounts. (b) Employer's liability insurance in the amount of $1,000,000. (c) Automotive liability in the amount of $1,000,000. (d) Comprehensive General Liability insurance for bodily injury, death or loss of or damage to property of third persons in the amount of $1,000,000 per occurrence, $2,000,000 in the aggregate. (e) Professional errors and omissions insurance in the amount of $1,000,000. 8.0 INDEAUCfY" 8.1 Each Party will indemnify the other Party, its employees, representatives, contractors, consultants and agents from and against any claims, costs, liabilities or expenses, including reasonable attorney's fees, to the extent caused by the negligent, reckless or willful acts of the indemnifying Party in connection with the services hereunder. 8.2 Notwithstanding the -foregoing, in the event that Consultant performs intrusive ground work as part of the Scope of Work, Client shall indemnify Consultant from and against any and all claims, costs, liabilities or expenses, including reasonable attorneys fees, resulting from, or arising out of, damages to subsurface or underground utilities or structures, including but not limited to, gas, telephone, electric, water or sewer utilities whose locations were not designated -or identified to Consultant prior to the commencement of any subsurface investigation or cleanup, including but not limited to, excavation, drilling, boring; or probing required to be conducted by Consultant as part of site investigation, characterization or remediation work. 7-8-10 version 1.0 �1� 16+TA_ PAGEl1.L _J 8.3 To the extent the Scope of Work or any Request for Services under this Agreement requires Consultant to communicate (e.g., perform interviews) with any. third party including, but not limited to, owners of off -site locations, former employees, current employees or governmental authorities, Consultant shall so inform Client. Client will indemnify Consultant from and claims, costs, liabilities or expenses, including reasonable attorney's fees to the extent arising from claims of breach of confidentiality, -waiver of privilege or otherwise associated with any such communications. 9.0 ALLOCATION OF RESPONSIBILITY 9.1 Consultant shall be liable to Client only for direct damages to the extent caused by Consultant's negligence or willful. misconduct in the performance of its services. UNDER NO CIRCUMSTANCES SHALL CONSULTANT BE LIABLE FOR INDIRECT, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES, OR FOR DAMAGES CAUSED BY CLIENT'S FAILURE TO PERFORM ITS OBLIGATIONS. To the fullest extent permitted by law, the total liability in the aggregate of Consultant and its employees, subcontractors or suppliers to Client and anyone claiming by, through or under Client on all claims of any kind (excluding claims for death or bodily injury) arising -out of or in any way related to Consultant's services, or from, any cause or causes whatsoever, including but not limited to negligence, errors, omissions, strict liability, indemnity or breach of contract, shall not exceed the total compensation received by Consultant under this agreement; or the total amount of $50,000, whichever is greater. All such liability shall terminate on the expiration date of the warranty period specified in Section 6. 9.2 If Consultant furnishes Client with advice or assistance concerning any products, systems or services which is not required under the Scope of Work or any other contract among the parties, the furnishing of such advice or assistance will not subject Consultant to any liability whether in contract, indemnity, warranty, tort (including negligence), strict liability or otherwise. 10.0 DISPOSAL OF CONTAMINATED MATERIAL 10.1 Client understands and agrees that Consultant is not, and has no responsibility as, a generator, operator, owner, treater, arranger or storer of pre-existing substances or wastes found or identified at work sites, including drilling and cutting fluids and other samples. Consultant shall not directly or indirectly assume title to such substances or wastes and shall not be liable to third parties alleging that Consultant has or had title to such materials. Client will indemnify and hold harmless Consultant from and against all losses, damages, costs and expenses, including but not limited to attorneys' fees, arising or resulting from actions brought by third parties alleging or identifying Consultant as a generator, operator, arranger, storer, treater or owner of pre-existing substances or wastes found -or identified at work sites. 10.2 Ownership of all samples obtained by Consultant from the project site is maintained by Client: Consultant will store such samples in a professional manner for the period of time necessary to complete the project. Upon completion of the project, Consultant will return any unused samples or portions thereof to Client or, at Consultant's option using a manifest signed by Client as generator, dispose of the sam,&e iu a lawful manner and bill Client for all costs related thereto. Consultant will normally store samples for thirty (30) days. 4 7-8-10 version 1.0 ��1-if�31T PI�.G���J� 11.0 OWNERSHIP OF DOCUMIUM 11.1 All notes, memoranda, drawings, designs, specifications and reports prepared by Consultant shall become Client's upon completion of the payment to Consultant as provided herein. 11.2 All documents including drawings and specifications prepared by Consultant pursuant to the Scope of Work are instruments of service with respect to this project. Such documents are not intended or represented to be suitable for reuse by Client or by any other party on subsequent extensions or phases of this project or site or on any other prof ect or site without the written consent of both Client and Consultant. . 11.3 Any reuse without written approval or adaptation by Consultant for the specific purpose intended will be at the Client's sole risk and without liability or legal exposure to Consultant. Any such reuse requested by Client will entitle Consultant to further compensation at rates to be agreed upon by Client and Consultant. A request by Client to provide -a letter of reliance. to a third parry will entitle Consultant to assess a small charge in connection with documenting its consent. 11.4 Consultant will retain the technical project file for a period of six (6) years from project completion (if Client is a governmental entity, files shall be maintained for a 10-year period following project completion). Client shall notify Consultant at the completion of work if Client requires the file in this matter to be transferred to Client or another entity, or retained by Consultant for a longer period of time. In the absence of any written instructions to the contrary from Client, Consultant will have the right to discard any and all files, records or documents of any type related to the Scope of Work after the 6-year period. During this 6-year period, any requests for document recovery and reproduction willbe assessed a fee in accordance with Consultant's Schedule of Fees. 12.0 INDEPENDENT CONTRACTOR Consultant is an independent contractor and shall not be regarded as an employee or agent of the Client. 13.0 COMPLIANCE WITH FEDERAL, STATE AND LOCAL LAWS The Consultant shall observe all applicable provisions of the federal, state and local laws and regulations, including those relating to equal opportunity employment. 14.0 SAFETY 14.1 Client shall.be obligated to inform Consultant and its employees of any applicable site safety procedures and regulations known to Client as well as any special safety concerns or dangerous conditions at the site. Consultant and its employees will be obligated to adhere to such procedures and regulations once notice has been given. 14.2 Unless specifically provided in the Scope of Work, Consultant shall not have any responsibility for overall job safety at the site. If in Consultant's opinion, its fieldpersonnel are unable to access required locations or perform required services in conformance with applicable safety 7-8-10 version 1.0 [EXH11131T PAGE standards, Consultant may immediately suspend performance until such safety standards can be attained. If within a reasonable time site operations or conditions are not brought into compliance with such safety standards, Consultant may in its discretion terminate its performance in accordance with Section 17.0, in which event Client shall pay for services and termination expenses as provided herein. 15.0 LITIGATION At the request of Client, Consultant agrees to provide testimony and other evidence in any litigation, hearings or proceedings to which Client is or becomes a party in connection with the Scope of Work. Client agrees to compensate Consultant at its Litigation Rates -in effect at the time the services are rendered for its time and other costs in connection with such evidence or testimony. Similarly, if Consultant is compelled by legal process to provide testimony or produce documents or other evidence in connection with work performed, Consultant agrees to contact Client and cooperate with Client and Client's.counseL Client agrees to compensate Consultant at its Litigation Rates in effect at the time the services are rendered for its time, expense and retention of counsel in connection with such testimony or document and other evidentiary production. 16.0 NOTICE All notices to either party by the other shall be deemed to have been sufficiently given when made in writing and delivered in person, by facsimile, email, certified mail or courier to the address of the respective party or to such other address as such party may designate. 17.0 TERMINATION The performance of work maybe terminated or suspended by either party, in whole or in part. Such termination shall be effected by delivery of seven (7) days prior written notice specifying the extent to which performance of work is terminated and the date upon which such action shall become effective. In the event work is terminated or suspended by Client (or by Consultant as provided herein) prior to the completion of services contemplated hereunder, Consultant shall be paid for (i) the services rendered to the date oftermination or suspension; (ii) demobilization costs; (iii) costs incurred with respect to noncancellable commitments; and (iv) reasonable services provided to effectuate a professional and timely project termination or suspension. 18.0 SEVERABILITY , If any term, covenant, condition or provision of these Terms and Conditions is found by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of these Terms and Conditions shall remain in full force and effect, and shall in no way be affected, impaired or invalidated thereby. 19.0 WAIVER Any waiver by either Varty or any provision or condition of these Terms and Conditions shall not be construed or deemed to be a waiver of a subsequent breach of the same provision or cond%Zon, unless such waiver is so expressed in writing and signed by the party to be bound. 7-8-10 version lA EXHIBIT- FA.GE 4-1 0FL Q C 20.0 GOVERNING LAW These Terms and Conditions will be governed by and construed and interpreted in accordance with the laws of the State of Connecticut. 21.0 - CAPTIONS The captions of these Terms and Conditions are intended solely, for the convenience of reference and shall not define, limit or affect in any way the provisions, terms and conditions hereof or their interpretation. 22.0 ENTIRE AGREEMENT These Terms and Conditions, and the Scope of Work, represent the entire ,understanding and agreement between the parties and supersede any and all prior agreements, whether written or oral, and may be amended or modified only by a written amendment signed by both parties. 7 7-8-10 version 1.0 EXHIBIT F Coonsultant Supplement The undersigned, TRC Environmental Corporation (the "Consultant"), understands that its Remedial Contract has been selected by the Loan Recipient (as set forth below), andit agrees to perform the Project Activities and obligations of the "Consultant" with respect thereto under the Loan Agreement ("Agreement"), by and among the Indiana Finance Authority ("Authority") and the Loan Recipient, upon approval (as set forth below) of this Consultant Supplement by the Authority, such Consultant shall be obligated as a party to the Agreement as if the Consultant had entered into this Agreement with the Authority and the Loan Recipient on and as of the Execution Date as set forth therein. The Consultant represents and warrants to the Authority and the Loan Recipient that it is capable and qualified to undertake and complete all Project Activities and obligations of the "Consultant" under the Agreement with respect to its Remedial Contract. Capitalized terms not defined in this Consultant Supplement shall be ascribed the meanings set forth in the Agreement. The Consultant represents that it has read and understands the terms of the Agreement, and by its signature, does thereby agree to the terms of the Agreement as of the Execution Date. "Consultant" PRINTED NAME, TITL ATTEST: v "Consultant's Notice Address" shall be: �dd rive %ti�rz�� GH -5HiBI T A_ PAGE&L-OF PRINTED NAME, TITLE 2eg DATE Selected and Awarded 11y; "Loan Recipient" City of Rich ud {ndi NFRAsT2�Git1R� ` 15 ©�'ME7vT PRINTED NAME, TITLE _?--z qz2O1 g DATE Approved J1v: "Authority" Indiana Finance Authority By_._ James P. McGoff, Director of Environmental Programs DATE The City of Richmond, Indiana Attachment 5 IFA Funding Information 1EXHIBiT A_ PA.GE 33_- �M-j INDIANA BROWNFIELDS PROGRAM - DISBURSEMENT REQUEST FORM Instructions: This Disbursement Request Form should be used for all disbursements on RLF Loan projects. It is to be typed and completed by the RLF Loan Recipient and submitted with each payment request. • The Disbursement Request Form is to be used for all eligible costs associated with the RLF Loan Recipient's brownfield redevelopment project. • This request should be accompanied by a copy of the claim (a bill or invoice) supporting this request. • Requested amounts must be rounded to the nearest whole dollar. • A copy of the Program's change order approval should be included if any part of the current claim is a result of a change order. 1. Program Site Number: 4980004 2. Project Name: Richmond MGP Phase II Groundwater Remediation 3. RLF Loan Recipient: City of Richmond 4. Contact Person: Jack Cruse 5. Mailing Address: 50 North 5th Street Richmond, IN 47374 6. Phone Number: (765) 983-7584 7. Email: icfuse@richmondindiana.gov 8. RLF Loan Recipient's Authorized Representative: Jack Cruse 9. Authorized Representative's Phone Number: (765) 983-7584 10. Consultant/Contractor: TRC Environmental Corporation 11. Contact Person: Brooks Bertl 12. Mailing Address: 13955 Settlers Ridge Trail Carmel, IN 46033 13. Phone Number: (317) 577-2657 14. Email: bbertl@tresolutions.com 15. Payment/Wiring Instructions (for the entity receiving payment) 15a. Bank Name: Citizens Bank 15b. Bank Contact, Phone Number: Grace Small - (877) 550-5933 15c. Account Number: 2232037090 15d. ABA/Routing Number: ABA Number: 011500120 (Wires Only) Routing Number: 211170114 (ACH Only) 16. Pay Request Number: 16 (2nd for TRC) 17. Invoice Number: 286967 18. Description of work for which claim is being made (service, fees, type of, etc.): GRP Survey & Reporting 19. Amount of This Request: $ 6,876.54 20. Original Loan Amount: $ 826,126.00 21. Total Amount of Previous Disbursements: $ 609,837.74 22. Balance Available After This Disbursement: $ 209,411.72 23. Is any part of this claim a result of a change order? YES NO X *If yes, please attach the Program change order approval 24. Do you want payment mailed directly to the consultant/contractor? YES X NO 'If yes, payment will be sent directly to the entity listed In #10 above The undersigned hereby certifies that this Request is true and correct, that the claim underlying this Request is due in accordance with the Participant's Financial Assistance Agreement with the Authority, and that the services contained in such claim were procured in accordance with Indiana's public bidding laws and federal cross -cutting requirements (e.g., Dav?& 8;acort), if applicable. NTATIVE SIGNATURE i ,_ Approved Approved Category Invoice #1 Invoice #2 Invoice #3 Amount Quanta Unit Unit Rate SUBTOTAL TOTAL (Date) (Date) (Date) Remaining I. Category - Remediation Work Plan I Health and Safety Plan / QAPP $ N/A $ II. Category - Field Phase. y �l �('C "' YY w? YS.'i t t '1 $ IN.A''. 1IL r` 5 Y ';I� f rtyf{4t'd�4SI 1�^•^Y.G��O.',�.k A Staff Hours list hours for each staff separately for this Cate o S' All; F ,'t_ -+ $ ; ANDREW DAVIS 381 hour $ 88.00 L'ROOI;$ BF.RTI, 30q hour $ 203 - $ i�� i "Ir.0 L i t �KI}}''Y,', Y�.•'e. `���qi"3'� �y.� � 3 KTyC>; � i 1 ,t � Yy�i.' �.�t $ B. Materials and E ui ment list each separately for this Cate o L: x >e $ l !h 4 ltli n I eaiZU ch c irr! ett Mi x 5 sI� l$ a z c tF it 5i each each each each $ - Y roITr41atx $ 1 t Y P $ _l.t SIFT, ,r��b. ,r+Uzx 1 t i Fir $ 0 38{ $ r tix4a r $ c c $� 161,1;0 r $+ IA) b tiµuf= to ' $ S3 30i1 $ ; :_ 3,. �.k s5a+;, ,� +`s3� $ ,x $ r''�;,t f* p:> Ott, ti �f f 2 { :r"ti �li�,�f'7"YA pill �st�YIN54 �Wp;,1�3 tLnk�.�i; . u r t ir4 "ai 4 Ig '2 a fti� r s rnL } i scv,r'3. emu i�;4Tr $ each each LS �y 7 mi C. Travel reimbursed at state rates Mileage Hotel S146.51$ night "# 1.1 - D. Mobilization E. Subcontractors list all subcontractors separately for this Cate o SPECIALTY EARTH SCIENCES. LLC t j 1 k {ix p311, Ey jyr •`"tx` ...t" J��`,Y'yy�:. P��`�fi�''r`4'"i ¢�'? .v. £ .c- t Y j.�:.nit PACE 1? ANAI.Y'1'1(:AI. 40 Samples G>S 75 per sample S9 1.1 Excavation Soil Di ,ctsal • idcinlia��rdnti,, ^; ry,q?:, ,er lnu *?' 1 I_� I.i $ - fy h 4..:''�N ..t Ft`-J.,'P•5:.�!Jib'mii.idT,:IPGt'fr1"�t"i1 (r 8 n:�': III. Category - Final Report m s ;5 i< q,{, ._ a, , r'a $ _ TOTAL $ 209 411 - $ $ $ $ 1. 1 and III are lump sum estimates. 2. Following Program approval of a scope of work, Program pre -approval is not required for costs shifts within the following: IIA, IIB, IIC, IID, IIE. Pre-approvalis required for all other changes. 3. There will be an opportunity to submit up to 3 separate invoices and receive 3 separate payments. Invoices can be submitted less frequently, but no more often than after the completion of the following activities: I, 11, and III. 4. If groundwater monitoring is a requirement for closure, payment for each monitoring event will be made following completion of the monitoring event and submittal of an invoice and a ro riate back u documentation. The number of payments made for groundwater monitoring activities is in addition to what is outlined above. 4. Requests for payment must be submitted on this form and be accompanied by a signed Disbursement Request Form from the Loan Recipient for ment a se arate form that is available as art of the Loan Disbursement Guidelines). More information about required documentation is included in the Loan Disbursement Guidelines. 77 Brownfields Low -Interest Loan Scope of Work/Payment Request Form for Remediation Activities - December 2008