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03 - CMSD Sewer Master Plan Proposal for 2015 UpdateR ROBIN B. HAMERS & ASSOC., INC. 234 E. 17 TH ST., SUITE 205 CIVIL E NGINEERS PLANNERS SURVEYORS COSTA MESA, CA 92627 ... since 1981 Phone 949/548 -1192 Fax 949/548 -6516 June 10, 2014 Mr. Scott Carroll General Manager Costa Mesa Sanitary District 628 W. 19 th Street Costa Mesa, CA 92627 RE: CMSD Sewer Master Plan Proposal for 2015 Update Dear Scott: Thank you for the opportunity to provide a proposal for updating the District’s sewer master plan as part of a joint effort with Environmental Engineering and Contracting, Inc. (EEC). This office has been in charge of the sewer master plan since 1981 and has updated the master plan on numerous occasions, the last of which being in 2005. With the recent conversion of the D istrict’s map ping system to GIS and considering the last master plan update occurred in 2005, an appropriate date for the next update is 2015. This will also capture the very active current building cl im ate that includes numerous land use changes. The proposed master plan work by this office has been closely coordinated with proposed work by EEC in order to insure a comprehensive scope of services is provided. The overall budget is proposed as follows: RBH $ 30,000 EEC $ 60,000 Flow Monitoring $ 30,000 $120,000 A detailed description of the proposed work by RBH and the proposed flow monitoring is attached hereto. It is proposed that flow monitoring be contracted for by RBH and costs therefore passed through to the District without any markup. Thank you again for the opportunity to prepare this proposal. Please call or e-mail if you have any questions. Sincerely, Robin B. Hamers President ITEM NO. 03 R ROBIN B. HAMERS & ASSOC., INC. 234 E. 17 TH ST., SUITE 205 CIVIL E NGINEERS PLANNERS SURVEYORS COSTA MESA, CA 92627 ... since 1981 Phone 949/548 -1192 Fax 949/548 -6516 Proposed RBH Scope of Work Meetings with Cities In addition to reaffirming the District has the latest land use plan s from the City of Costa Mesa and City of Newport Beach, discussions will be held to ascertain the cities’ views on potentially increasing densities beyond current levels. P rior to the 2008 severe downturn in the economy, development in Costa Mesa included proposals for six to seven condominium towers in the City. Work on the master plan update may include scen arios for certain high density developments. Flow Coefficient Re view and Establishment A flow coefficient is the wastewater discharged for a particular land use type . For instance, previous w ork by the District Engineer established the flow coefficient for low density residential development as 1,545 gpad (gallons pe r acre per day). Th e City of Costa Mesa land use for single family residential development has an upper limit of 8 units per acr e and the District used flow monitoring to determine 8 units per acre has an actual discharge of 1,545 gpad. The District curr ently has flow coefficients for six types of land uses, however, the City of Costa Mesa is approving more and more mixed uses, including, among others, work/live and museum with condominium tower above. Work on the sewer master plan will include review of existing flow coefficients, comparison with flow coefficients f rom other agencies, and possible establishment of additional flow coefficients. Flow Monitoring Flow monitoring (same as ‘flow metering’) is the installation of a meter inside an active se wer main to measure existing flows. Because master planning is normally the comparison of calculated ultimate flows (based on full build -out of all land uses) to the capacities of the sewer mains in the system, the best method to assess how close current flows are to ultimate flows is by actual flow monitoring. Flow monitoring results also assist in predicting when capital improvement projects should be scheduled. If current flows are very low, future capital improvement projects can be scheduled well in to t he future. Additionally, flow monitoring assists in identifying whether high volume dischargers exist in a particular service area. The proposed flow monitoring program for the District consists of monitoring flows in 12 lines for one week in each li ne. This level of flow monitoring is reasonable for the size of the District and takes advantage of econo mies of scale for setting meters and recovering data . It is proposed the flow monitoring be part of the RBH contract with the District with costs pas sed through to the District without markup. Work on flow monitoring includes reviewing previous work on determining existing flows, selection of lines to be metered, coordinating work with the flow monitoring sub -consultant, analyzing results, and incorpo rating the information into the master plan. R ROBIN B. HAMERS & ASSOC., INC. 234 E. 17 TH ST., SUITE 205 CIVIL E NGINEERS PLANNERS SURVEYORS COSTA MESA, CA 92627 ... since 1981 Phone 949/548 -1192 Fax 949/548 -6516 Analysis The largest and most important work by RBH will be the joint RBH/EEC line -by -line analysis of each of the nearly 150 sewer mains shown in the hydraulic model . The analysis of each line includes verif ying land use types, confirming the flow calculations are consistent with the 2005 Sewer Master Plan, developing additional scenarios with higher densities if appropriate, determining whether ultimate flows indicate additional capacity is necessary, and pr eparing a proposed capital improvement plan and schedule . The nearly 150 lines being analyzed for the master plan is approximately twice as many lines as analyzed in the 2005 sewer master plan. Included in this work is analysis of the effects of Project #101 West Side Pumping Station Abandonment. A scenario will be prepared assuming the six pumping stations are abandoned as planned and these flows diverted from District sewers. The permanent effects of the abandonment can then be incorporated into the n ext master plan update following construction of the improvements . CIP Plan and Schedule For every sewer in the model deemed to be under capacity to the point of necessitating new improvements , an engineer’s estimate for a capital improvement project (C IP) will be prepared for a parallel sewer or possible upsizing of the line in place if space limitations exist. Similarly, if projected flows indicate a pump station will eventually require larger pumps, then an estimate of the work will be prepared and t he project included in the CIP . The projected future improvements will be summarized in the CIP secti on of the master plan update and t he District can then include the projects in the District’s yearly CIP. Preparing Written Sections of Sewer Master Plan The 2015 Sewer Master Plan will include approximately 20 written sections in order to insure all pertinent information is included. RBH will prepare these sections in order to maintain continuity with previous CMSD master plans. Proposed Engineering Fee s 1. Meetings with Cities 6 hours 2. Flow Coefficient Review and Establishment 24 hours 3. Flow Monitoring and Analysis of Results 40 hours 4. Analysis of 150 Sewer Mains 160 hours R ROBIN B. HAMERS & ASSOC., INC. 234 E. 17 TH ST., SUITE 205 CIVIL E NGINEERS PLANNERS SURVEYORS COSTA MESA, CA 92627 ... since 1981 Phone 949/548 -1192 Fax 949/548 -6516 5. CIP Plan and Schedule 40 hours 6. Preparing Written Sections 40 hours 310 hours @ $96.50 = $29,915 use $30,000 I. Hourly at $96.50/hr., not to exceed $30,000 II. Flow Monitoring, at cost $30,000 Total $60,000 June 10 , 2014 EEC W -2039.05P Mr . Scott Carroll General Manager Costa Mesa Sanitary District 628 West 19 th Street Costa Mesa, California 92627 Subject: Proposal to Provide Hydraulic Modeling Services to the Costa Mesa Sanitary District Dear Mr. Carroll : Pursuant to your request, Environmental Engineering & Contracting, Inc. (EEC) is pleased to present this proposal to the Costa Mesa Sanitary District (District ) to provide hy draulic modeling services for the District’sA2015A s ewer m aster p lan update . EEC understands that the District is interested in procuring engineeringAandAhydraulicAmodelingAservicesAtoAupdateAtheADistrict’sAsewerAmasterAplan.AEECAhasA prepared this proposal in coordination with Robin B. Hamers and Associates (RBH). This proposal constitutesAEEC’sAportionAofAtheAjointAscopeAofAwork,AwhichAincludesAhy draulic modeling services to support the analysis and reporting elements of theAmasterAplan.ARBH’sAproposalAincludesA the engineering services for calibrating the hydraulic model (e.g., flow monitoring), developing a capital improvement plan (CIP) budget an dAschedule,AandAupdatingAtheADistrict’sAmasterAplanAdocuments. EEC is uniquely qualified to provide these services due to our previous work and familiarity with the District’sAoperations.A EEC previously developed theADistrict’sA geographic information syste m (GIS), as well as a sewer system atlas, a computerized maintenance management system (CMMS), and a custom hydraulicAmodelAforAtheADistrict,AallAofAwhichAareAbasedAonAtheADistrict’sAGIS.AEECAwillAutilizeAtheA District’sA GIS and GIS -based tools , particularl y the hydraulic model , under this scope of work to efficiently support the development of the master plan. R esults of hydraulic modeling analysis and master planning CIP initiatives will be integrated back into the GIS. This approach will allow master plan results to be integratedAthroughoutAtheADistrict’sAoperationsAandAGIS -centric asset management system. SCOPE OF WORK Task 1 Update and Refine Hydraulic Model EEC will work with RBH to update and refine the previously implemented GIS -based hydraulic model. ThisAtaskAinvolvesAobtainingAupdatedAlandAuseAinformationAfromAcitiesAwithinAtheADistrict’sAjurisdiction,A reviewing and updating all of the hydraulic model pa rameters , updating the list of sewer system sections to be modeled, and utilizing the findings from flow metering activities (performed by others) to verify and calibrate the hydraulic model. Task 1.1 Update Land Use Information When developing the hydraulic model in 2013 , EEC incorporated GIS land use layers obtained from the City of Costa Mesa and the City of Newport Beach to develop a consolidated land use layer. Since that time,AtheADistrict’sAboundaryAhasAchangedAandAtheAcitiesAmayAhaveAchanged their land use zonings. For Mr. Scott Carroll Ju ne 10, 2014 Proposal to Provide Hydraulic Modeling Services 2 EEC this task EEC will acquire and consolidate updated land use layers from the cities (currently only Costa Mesa and Newport Beach) for use in the hydraulic model. EEC will also request information from the cities regarding potent ial land use changes. If EEC receives information indicating likely land use changes in the future, EEC will use this information to construct alternat ive land use scenarios (discussed further in Task 2 below ) for the hydraulic model based on the potential changes. Task 1.2 Review and Refine Hydraulic Model Parameters When developing the hydraulic model in 2013, EEC used the parameters and coefficients used to develo p the 2005 master plan. For this task, EEC will review the parameters and coefficients with RBH and determine if any revisions need to be made. Revisions may be necessary due to physical changes in the sewer system over the past decade , differences between the calculations used in the 2005 master plan and those used in the hydraulic model, or a change in the theoretical assumptions of the model. If revisions need to be made, EEC will incorporate the revised parameters and coefficients into the hydraulic mod el. Task 1.3 Refine List of Modeled Sewer System Sections When developing the hydraulic model in 2013, EEC included the sections of the sewer system that were modeled for the 2005 master plan . This inclusion allowed for calibrat ing the 2013 model against the previousAresults.A tAtheADistrict’sArequest,AEECAalsoAincludedAadditionalAsignificantAsectionsAthatAhadAbeenA added to the sewer system since 2005. For this task, EEC will work with RBH to review and update the selected sewer sections t o reflect current areas of significance and concern in the system and ensure that critical sections are modeled. Because the new hydraulic model is computerized, EEC anticipat es being able to model up to 150 distinct sewer sections (in contrast to the 75 distinct sectio ns modeled in 2005). C hoosing new sections of the system to be modeled may necessitate gather ing additional information for the individual pipe segments within those sections that are not currently available in the GIS. In these cases, EEC will work with R BH to obtain as -built plans or other documentation to gather the additional information. Any information gathered will be incorporated into the GIS so that other business processes can benefit from the additional information as well. Due to the critical an d complex nature of this task, EEC will dedicate one calendar week to meeting with RBH to solidify the choice of modeled pipes and review particularly complex areas of the sewer system. Task 1.4 Perform Flow Metering sApartAofARBH’sAproposal,ARBHAwillAper form flow metering at various locations in the sewer system to provide information for verifying and calibrating the hydraulic model. EEC will be responsible for processing and analyzing the flow metering data, developing conclusions , and calibrating the h ydraulic model parameters and data based on the conclusions. EEC and RBH will dedicate one full working day to analyzing flow metering results, developing conclusions, and identifying the associated implications on the hydraulic model. Task 2 Develop Budge t and Schedul e for Capital Improvement Plan EEC will support RBH in identifying sections of the sewer system that require additional capacity based on the hydraulic modeling results and developing a recommended budget and schedule for the CIP . As part of t his effort, EEC will also run the hydraulic model against future scenarios for alternative land uses and/or sewer system upgrades. These scenarios will verify that the proposed upgrades will have Mr. Scott Carroll Ju ne 10, 2014 Proposal to Provide Hydraulic Modeling Services 3 EEC adequate capacity in the sewer network. As part of this task EEC anticipates run ning the hydraulic model for up to 10 distinct land use scenarios. This includes investigat ing theoretical effects on pump stations throughout the sewer network. Additional demand and/or upgrades of the sewer system can place different demands on pump stations . I t is critical to determine if pump stations will be able to handle any additional load created by the planned land uses or if they will need upgrades. WheneverApossible,AEECAwillAleverageAtheADistrict’sACMMSAtoAsupportAtheAbudgetingAandAschedulingAofA recommended CIP activities . The CMMS has robust budgeting and scheduling tools already imple mented. S toring this information in the CMMS also helps to give the activities a more operational context and allows for proposed upgrades to be better coordinated with scheduled operations and maintenance activities. Task 3 Publish Master Plan Results EEC will support RBH in developing a formal 2015 s ewer m aster p lan documenting the results of the analyses and recommended CIP initiatives identified under Ta sks 1 and 2. EEC will be responsible for documenting the parameters and methods used for the hydrauli c model and supporting RBH in documenting the master plan conclusions and CIP. EEC will also be responsible for producing at least, but not limited to, the following work products:  An overview land use map of the District  nAoverviewAmapAofAtheADistrict’sA sewer system indicating the sections included in the model and a summary of the model results for those sections  nAoverviewAmapAofAtheADistrict’sAsewerAsystemAshowingAtheAproposed CIP upgrades  An individual map for each modeled section of the sewer system (and corresponding service area) documenting the capacity of each segment within the section and the demand on the sewer system imposed by the corresponding service area  An overview spreadsheet documenting the parameters and results of the hydraulic model for each mode led section of the sewer system  Various summary graphs and charts to support the text in the master plan document ASSUMPTIONS The scope of work and estimate d cost is based on the following assumptions: 1. ThisAproposalAisAmeantAtoAcomplementARBH’sAproposalAtoAprovideAengineeringAservicesAforAtheA 2015 s ewer m aster p lan update. The scope of work presented in this proposal is dependent on the RBH scope of work and cannot be executed independently of it . 2. EEC will include up to 150 distinct sections of the sewer system in the hydraulic model. A distinct section of sewer system is defined as a range of consecutive pipe segments that all share the same service area boundary (i.e., the land use areas that shou ld be considered the upstream tributary areas for those segments). 3. EEC will run the hydraulic model for up to 10 distinct scenarios consisting of revised land use definitions and/or a revised sewer system network. 4. Deploying, retrieving, and downloading the data from the flow metering devices described in Task 1.4 are not included in this scope . This scope includes processing and analyzing the downloaded data, which should be delivered to EEC in a standard text file, csv, XML, or spreadsheet format. Mr. Scott Carroll Ju ne 10, 2014 Proposal to Provide Hydraulic Modeling Services 4 EEC ESTIMATE D COST Task 1 Update and Refine Hydraulic Model ........................................................... $22,000 Task 2 Develop Budge t and Schedul e for Capital Improvement Plan ................... $11,000 Task 3 Publish Master Plan Results ........................................................................ $27 ,0 00 TOTAL $60 ,000 EEC will provide the services described above on a time -and -materials basis with a not to exceed cost of $60 ,000 .AThisAworkAwillAbeAconductedApursuantAtoAEEC’sAmostAcurrentAFeeAScheduleAandAStandardATermsA & Conditions (attached). Monthly progress invoices will be submitted for payment which will be due and payable in net 30 days. If additional work is requested or due to extenuating circumstance required outside of the aforementioned scope of work EEC will notify the District for approval prior to proceeding. Thank you for the opportunity to provide these services to the District . EEC will begin work efforts upon receipt of authorization to proceed . Should there be any questions regarding the contents of this proposal , please contact me by phone at (714) 667 -2300 or by e -mail at sshaffer @eecworld.com . Sincerely, Environmen tal Engineering & Contracting, Inc. Steve Shaffer Information Systems Supervisor Attachmen ts: 1. EEC 2014 Fee Schedule 2 . EEC Standard Terms & Conditions ACCEPTANCE If the proposed scope of work, cost of services, and payment terms stated herein meet with your approval, please acknowledge acceptance of same and initiate authorization to proceed and grant site access by signing and faxing a copy of this document to (714 ) 667 -2310 or scanning and e -mailing a signed copy to sshaffer @eecworld.com. Print Name ________________________ Print Title ___________________________ Signature __________________________ Date ________________________________ PERSONNEL CHARGES Travel Labor Classification Hourly Rate Staff Engineer/Geologist/Scientist$115 Sr Staff Engineer/Geologist/Scientist$125Field Equipment Project Engineer/Geologist/Scientist - I$150 Project Engineer/Geologist/Scientist - II$160 Sr Project Engineer/Geologist/Scientist - I$180 Sr Project Engineer/Geologist/Scientist - II$200 Principal Geologist$225Subcontractors and Reimbursables Principal $225 Project Assistant$90 Technician$90 Drafter$110 Sr Technician$105 Compliance Inspector$105Other Project Charges Analyst GIS/Technology$95 Sr Analyst GIS/Technology$105 Specialist GIS/Technology$115 Sr Specialist GIS/Technology$125 Supervisor GIS/Technology$145 Director/GIS Technology$160 Construction Technician$75 Construction Field Supervisor$95Shipping and Postage Construction Manager$100 Sr Construction Manager$125 Technical Editor$95 Interest Charges Payment Terms Vehiclesusedonprojectassignmentswillbe chargedat$50perday.Mileageisbilledatthe currentrateestablishedbytheInternalRevenue Serviceplusmarkup.PerDiemisbilledataunit costof$50perday.Airfare,lodging,rentalcarsand associated expenses are billed at cost plus mark up.FieldEquipmentisbilledatstandardunitcosts.Rate schedules are available upon request.This Fee Schedule is adjusted each subsequent year to reflect the economic changes for the new year. The new schedule will appl y to existing and new assignments.Thecostsofsubcontractors,materials,equipment rentalandcostsincurredwillbechargedatcostplus 15%.Shipping charges include couriers and the postage necessary will be charged at cost plus markup.Interest on late payments will be charged at the rate of 1.5% per month.Net 30 days apply to all work performed and invoiced unless superseded by a specific executed contract. 2014 Fee Schedule Emergencyresponseandclientrequestedworkduring non-standardbusinesshourswillbechargedatarate of 1.25 times the standard hourly rate.Thechargeforalltimerequiredfortheperformanceof theScopeofWork,includingoffice,fieldandtravel time,willbebilledatthehourlyrateaccordingtothe labor classifications set forth below:The cost of additional report reproduction and special project accounting will be billed as appropriate. Plotting plans are charged by size, black and white or color, and by the number of copies supplied.When EEC Staff appear as expert witnesses at court trials, mediation, arbitration hearings and depositions, their time will be charged at 2.0 times the standard rate. All time spent preparing for such trials, hearings, and depositions, will be charged at the standard hourly rate. ENVIRONMENTAL ENGINEERING & CONTRACTING, INC. Standard Terms and Conditions 1. TERM OF AGREEMENT: The term of this Agreement shall commence on the above date and shall continue in effect until the project is completed or terminated by either party having given seven (7) days written notice to the other party. 2. SERVICES TO CLIENT: EEC shall render consulting or construction services, as agreed. If, in the course of the project, work beyond the scope of the proposal is requested, or if unforeseen condi tions arise, EEC will notify CLIENT of the change in scope of the project and, if CLIENT agrees to such changes in writing, EEC shall undertake the additional work. Unless otherwise negotiated, additional work shall beAbilledAaccordingAtoAEEC’sACurrentAFe e Schedule. 3. PAYMENT: EEC shall submit monthly progress invoices to CLIENT. CLIENT agrees to pay EEC within thirty (30) days of the date of the invoice. Overdue payments will be charged interest at the rate of 1.5% monthly (18% annually) until paymen t and interest is paid in full. 4. SUSPENSION OF WORK: In the event all or any portion of the work prepared or partially prepared by EEC be suspended, abandoned, or terminated, CLIENT shall pay EEC only for the work performed. 5. EEC'S RESPONSIBILITIE S: EEC shall be solely responsible for: a) completion of the project in accordance with the proposal; b) direct supervision of EEC's employees and subcontractor's on project site; c) prompt notification to CLIENT of any dangerous, adverse, or unusual con ditions encountered at the site; d) obtaining and maintaining proper licenses for EEC's work; e) damage toAtheApropertyAdueAtoAEEC'sAorAitsAsubcontractor’sAnegligence:Af)AcomplianceAwithAlawsAandA regulations pertaining to EEC's employees' wages, hours, fai r employment practices, worker's compensation insurance, and similar employer responsibilities. EEC understands that access to the site shall only be during normal working hours. 6. CLIENT’SARESPONSIBILITIES;ACLIENTAshallAbeAsolelyAresponsibleAfor;Aa)Ama intaining overall supervision of the project beyond the immediate scope of EEC's work; b) all applicable permits beyondAtheAscopeAofAEEC’sAwork:Ac)AmakingAavailableAtoAEECAallAofACLIENT’SAinformationAregardingA existing and proposed conditions of the site i ncluding, but not be limited to: plot plans and as -built drawings. CLIENT will immediately transmit to EEC any new information which becomes available or any change in plans; d) providing reasonable access to the site for all necessary equipment and perso nnel during normal working hours; 7. INDEMNIFICATION: CLIENT agrees to indemnify, defend and hold EEC harmless from and against all claims or actions, based upon or arising out of injuries to persons or property, caused by the errors, omissions or neglig ence of CLIENT or its agents, subcontracts or employees in performance of services hereunder. EEC agrees to indemnify, defend and hold CLIENT and its members, shareholders, partners, directors, affiliates, agents, officers, employees, assignees, tenants, transferees and nominees harmless from and against any and all claims, damages, demands, liens, claims or liens, losses, actions, or liability of any kind or nature whatsover, which they may sustain, incur, or be EEC Terms and Conditions 2 subjected to, or which may be imposed on t hem.Aincluding.AwithoutAlimit.AreasonableAattorney’sA fees and litigation costs to the extent arising directly or indirectly, in whole or in part out of, or in connection with: (a) any acts, errors or omissions or willful misconduct of EEC or its personnel in performing the services and work hereunder, including, without limit, damage to any property or injury to or death of any person(s); (b) acts, non -performanceAorAbreachAbyAEEC’sA personnel or material duties, obligations or representations under this Agr eement; and (c) acts, non -performance or breach by EEC of material duties, obligations or requirements under the Access and Indemnity Agreement by and between EEC and CLIENT and incorporated herein by reference. 8. INDEPENDENT AGENT: Each party shall be an independent agent with respect to all work under this Agreement, and shall not be deemed to be the servants, employees, or agents of the other. 9. INSURANCE: EEC shall provide insurance at a minimum in accordance with the following for the duration of the project. EEC shall name CLIENT as additional insured. EEC shall provide CLIENT withAaAcopyAofAEEC’sAcertificateAofAinsuranceApriorAtoAcommencementAofAtheAservicesAandAworkA herein.AlistingACLIENTAasAadditionalAinsuredAasAfollows;A(a)Aworker’sAcompe nsation per the statutoryAlimits:A(b)Aemployer’sAliabilityAofA$1.000.000AperAoccurrence:A(c)AcommercialAliability.A including contractual liability, property damage, bodily injury and death of $2,000,000 per occurrence, $2,000,000 annual aggregate; (d) auto mobile liability of $1,000,000 combined single limit; and (e) professional errors and omissions of at least $1,000,000 per claim. 10. AMENDMENT: This Agreement may be amended by mutual consent of the parties in writing to be attached hereto and incorpor atedAherein.AexecutedAbyAEECAandACLIENT’sArepresentative, 11. CONFIDENTIALITY: All CLIENT information will be considered confidential and will only be released upon written approval from CLIENT. 12. ENTIRE AGREEMENT: This Agreement supersedes any and al l other agreements, either oral or in writing, between the parties relating to the subject matter of this Agreement and is the entire understanding and agreement related thereto. 13. GOVERNING LAW: The validity of this Agreement and any of its terms or p rovisions, as well as the rights and duties of the parties hereunder, shall be governed by the laws of the State of California. 14. LEGAL CONSTRUCTION: In the event provisions contained in this Agreement shall for any reason be held to be invalid or unen forceable in any respect, such invalidity or unenforceability shall not affect any other provision hereof. This Agreement shall be construed as if such invalid or unenforceable provision had never been contained herein. 15. ATTORNEY FEES: Should it be neces sary for either party to initiate legal proceedings to enforce any term or condition of this Agreement, the prevailing party shall be entitled to all costs and expenses.AincludingAreasonableAattorneys’AandAconsultants’AfeesAincurredAinAsuchAproceedings,AA F orApurposesAofAthisA greement.AtheAtermA“attorneysAfees”AshallAincludeAtheAfeesAandAexpensesA of counsel to the parties hereto, which may include printing, photostating, duplication and other expenses, air freight charges and fees billed for law clerks, par alegals and other persons no admitted to the bar but performing services under the supervision of an attorney.