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RESOLUTION NO.3 2 9 8
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AUBURN,
WASHINGTON, AUTHORIZING THE MAYOR AND CITY CLERK TO
EXECUTE AN AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN
THE CITY AND LANDAU ASSOCIATES, INC. FOR THE PURPOSE OF
PROVIDING ON-CALL GEOTECHNICAL SERVICES FOR THE CITY OF
AUBURN.
THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, IN A
REGULAR MEETING DULY ASSEMBLED, HEREWITH RESOLVES AS
FOLLOWS:
Section 1. The Mayor and City Clerk of the City of Auburn are hereby
authorized to execute an Agreement for Professional Services with LANDAU
ASSOCIATES, INC. to provide on-call services for the City of Auburn during the
year 2001. A copy of said Agreement is attached hereto, designated as Exhibit
"A" and incorporated by reference in this Resolution.
Section 2. The Mayor is hereby authorized to implement such
administrative procedures as may be necessary to carry out the directives of
this legislation.
Resolution No. 3298
December 5, 2000
Page 1
JI1
DATED and SIGNED this JL. day of December, 2000.
ATTEST:
CITY OF AUBURN
(C~ ~. r1kf2
CHARLES A. BOOTH
MAYOR
/"~' 1/' ~ ~/
i /' , . '1" ' /
^- /(,LP' 'l c "; /) ':.fUt/''-./
Dan 'elle E. Daskam,
City Clerk
APPROVED AS TO FORM:
~~tA
Michael J. Reynolds,
City Attorney
Resolution No. 3298
December 5, 2000
Page 2
,.
STANDARD CONSULTANT
AGREEMENT
CONSULTANT/ADDRESSnELEPHONE
Landau Associates, Inc.
4210 - 20th Street E, Suite F
Tacoma, W A 98424-1823
(253) 926-2493
AD
G
R
E
E
M
E
N
T
PROJECT TITLE AND WORK DESCRIPTION
Auburn on call Services
LUMP SUM AMOUNT $
D
COST PLUS FIXED FEE
DBE P ARTICIP ATION
OVERHEAD PROGRESS
PAYMENT RATE
OVERHEAD COST METHOD
%
DYes D No
%
T
Y
P
E
ACTUAL COST NOT
TO EXCEED
%
WBE PARTICIPATION
,D Yes D No
%
D
D
FIXED RATE
%
FIXED FEE $
W SPECIFICRATESOFPAY
FEDERAL ID
NO.IS.S.N. '
Do you require a 1099 for IRS?
91 - 1273329
OES
lLJ NO
D
~ NEGOTIATED HOURLY RATE
PROVISIONAL HOURLY RATE
COMPLETION DATE
MAXIMUM AMOUNT PAYABLE
$ 50.000
D COST PER UNIT OF WORK
12 1 31/2001
THIS AGREEMENT, made and entered into this Lr:A day of "3o...~\Jo...:(l-1 , loO\ , between the Local Agency
of City of Auburn, Washington, hereinafter called the "AGENCY", and the above organization hereinafter called the
"CONSULTANT".
WITNESSETH THAT:
WHEREAS, the AGENCY desires to accomplish the above-referenced project, and
WHEREAS, the AGENCY does not have sufficient staff to meet the required commitment and therefore deems it advisable
and desirable to engage the assistance of a CONSULTANT to provide the necessary services for the PROJECT; and
Local Agency Guidelines
September 1995
Resolution 3298
Exhibit A
Page I of21
WHEREAS, the CONSULTANT represents that he/she is in compliance with the Washington State Statutes relating to
professional registration, if applicable, and has signified a willingness to furnish Consulting services to the AGENCY,
NOW THEREFORE, in consideration of the terms, conditions, covenants and performance contained herein, or attached
and incorporated and made a part hereof, the parties hereto agree as follows:
I
GENERAL DESCRIPTION OF WORK
The work under this AGREEMENT shall consist of
the above-described work and services as herein
defined and necessary to accomplish the completed
work for this PROJECT. The CONSULTANT shall
furnish all services, labor and related equipment
necessary to conduct and complete the work as
designated elsewhere in this AGREEMENT.
II
SCOPE OF WORK
The Scope of Work and project level of effort for
this project is detailed in Exhibit "B-2" attached
hereto, and by this reference made a part of this
AGREEMENT.
III
GENERAL REQUIREMENTS
All aspects of coordination of the work of this
AGREEMENT, with outside agencies, groups or
individuals shall receive advance approval by the
AGENCY. Necessary contacts and meetings with
agencies, groups or individuals shall be coordinated
through the AGENCY.
The CONSULTANT shall attend coordination,
progress and presentation meetings with the
AGENCY or such Federal, Community, State, City
or County officials, groups or individuals as may be
requested by the AGENCY. The AGENCY will
provide the CONSULTANT sufficient notice prior
to meetings requiring CONSULT ANT participation.
The minimum number of hours or days notice--
required shall be agreed to between the AGENCY
and the CONSULTANT and shown in Exhibit "B-
2" attached hereto and made part of this
AGREEMENT. The CONSULTANT shall prepare
a monthly progress report, in a form approved by
the AGENCY, that will outline in written and
graphical form the various phases and the order of
performance of the work in sufficient detail so that
the progress of the work can easily be evaluated.
Goals for Disadvantaged Business Enterprises
(DBE) and Women Owned Business Enterprises
(WBE) if required shall be shown in the heading of
this AGREEMENT.
All reports, PS & E materials, and other data
furnished to the CONSULTANT by the AGENCY
shall be returned. All designs, drawings,
specifications, documents, and other work products
prepared by the CONSULTANT prior to
completion or termination of this AGREEMENT
are instruments of service for this PROJECT and are
property of the AGENCY. Reuse by the AGENCY
or by others acting through or on behalf of the
AGENCY of any such instruments of service, not
occurring as a part of this PROJECT, shall be
without liability or legal exposure to the
CONSULTANT.
IV
TIME FOR BEGINNING AND COMPLETION
The CONSULTANT shall not begin any work
under the terms of this AGREEMENT until
authorized in writing by the AGENCY. All work
under this AGREEMENT shall be completed by the
date shown in the heading of this AGREEMENT
under completion date.
The established completion time shall not be
extended because of any delays attributable to the
CONSULTANT, but may be extended by the
AGENCY, in the event of a delay attributable to the
AGENCY, or because of unavoidable delays caused
by an act of GOD or governmental actions or other
conditions beyond the control of the
CONSULT ANT. A prior supplemental agreement
Local Agency Guidelines
September 1995
Page 2 of21
issued by the AGENCY is required to extend the
established completion time.
V
PAYMENT
The CONSULTANT shall be paid by the AGENCY
for completed work and services rendered under this
AGREEMENT as provided in Exhibit "C-5"
attached hereto, and by this reference made part of
this AGREEMENT. Such payment shall be full
compensation for work performed or services
rendered and for all labor, materials, supplies,
equipment, and incidentals necessary to complete
the work specified in Section II, "Scope ofWork.".
The CONSULTANT shall conform with all
applicable portions of 48 CFR 31.
VI
SUBCONTRACTING
The AGENCY permits subcontracts for those items
of work as shown in Exhibit "G" to this Agreement.
Compensation for this subconsultant work shall be
based on the cost factors shown on Exhibit "G",
attached hereto and by this reference made a part of
this AGREEMENT.
The work of the subconsultant shall not exceed its
maximum amount payable unless a prior written
approval has been issued by the AGENCY.
All reimbursable direct labor, overhead, direct non-
salary costs and fixed fee costs for the subconsultant
shall be substantiated in the same manner as
outlined in Section V. All subcontracts exceeding
$10,000 in cost shall contain all applicable
provisions of this AGREEMENT.
The CONSULTANT shall not subcontract for the
performance of any work under this AGREEMENT
without prior written permission of the AGENCY.
No permission for subcontracting shall create,
between the AGENCY and subcontractor, any
contractor or any other relationship.
VII
EMPLOYMENT
The CONSULTANT warrants that he/she has not
employed or retained any company or person, other
than a bona fide employee working solely for the
CONSULTANT, to solicit or secure this contract,
and that it has not paid or agreed to pay any
company or person, other than a bona fide employee
working solely for the CONSULTANT, any fee,
commission, percentage, brokerage fee, gift, or any
other consideration, contingent upon or resulting
from the award or making of this contract. For
breach or violation of this warrant, the AGENCY
shall have the right to annul this AGREEMENT
without liability, or in its discretion, to deduct from
the AGREEMENT price or consideration or
otherwise recover the full amount of such fee,
commission, percentage, brokerage fee, gift, or
contingent fee.
Any and all employees of the CONSULTANT or
other persons while engaged in the performance of
any work or services required of the
CONSULTANT under this AGREEMENT, shall be
considered employees of the CONSULTANT only
and not of the AGENCY, and any and all claims
that mayor might arise under any Workmen's
Compensation Act on behalf of said employees or
other persons while so engaged, and any and all
claims made by a third party as a consequence of
any act or omission on the part of the
CONSULTANT's employees or other persons while
so engaged on any of the work or services provided
to be rendered herein, shall be the sole obligation
and responsibility of the CONSULT ANT.
The CONSULTANT shall not engage, on a full or
part time basis, or other basis, during the period of
the contract, any professional or technical personnel
who are, or have been, at any time during the period
of the contract, in the employ of the United States
Department of Transportation, the STATE, or the
AGENCY, except regularly retired employees,
without written consent of the public employer of
such person.
VIII
NONDISCRIMINATION
Local Agency Guidelines
September 1995
Page 3 of21
The CONSULTANT agrees not to discriminate
against any client, employee or applicant for
employment or for services because of race, creed,
color, national origin, marital status, sex, age or
handicap except for a bona fide occupational
qualification with regard to, but not limited to the
following: ernp10yment upgrading, demotion or
transfer, recruitment or any recruitment advertising,
a layoff or terminations, rates of payor other forms
of compensation, selection for training, rendition of
services. The CONSULTANT understands and
agrees that if it violates this provision, this
AGREEMENT may be terminated by the AGENCY
and further that the CONSULTANT shall be barred
from performing any services for the AGENCY
now or in the future unless a showing is made
satisfactory to the AGENCY that discriminatory
practices have terminated and that recurrence of
such action is unlikely.
During the performance of this AGREEMENT, the
CONSULTANT, for itself, its assignees and
successors in interest agrees as follows:
A.
COMPLIANCE WITH REGULATIONS:
The CONSULTANT shall comply with the
Regulations relative to non discrimination in
the same manner as in Federal-assisted
programs of the Department of
Transportation, Title 49, Code of Federal
Regulations, part 21, as they may be
amended from time to time, (hereinafter
referred to as the Regulations), which are
herein incorporated by reference and made a
part of this AGREEMENT. The consultant
shall comply with the American Disabilities
Act of 1992, as amended.
B.
NONDISCRIMINATION: The
CONSULTANT, with regard to the work
performed by it during the AGREEMENT,
shall not discriminate on the grounds of
race, creed, color, sex, age, marital status,
national origin or handicap except for a
bona fide occupational qualification. in the
selection and retention of subconsultants,
including procurements of materials and
leases of equipment. The CONSULTANT
shall not participate either directly or
indirectly in the discrimination prohibited
by Section 21.5 of the Regulations,
including employment practices when the
contract covers a program set forth in
Appendix II of the Regulations.
C.
SOLICITATIONS FOR
SUBCONSUL T ANTS, INCLUDING
PROCUREMENTS OF MATERIALS AND
EQUIPMENT: In all solicitations either by
competitive bidding or negotiation made by
the CONSULTANT for work to be
performed under a subcontract, including
procurements of materials or leases of
equipment, each potential subconsultant or
supplier shall be notified by the
CONSULTANT of the CONSULTANT's
obligations under this AGREEMENT and
the Regulations relative to
nondiscrimination on the grounds of race,
creed, color, sex, age, marital status,
national origin and handicap.
D.
INFORMATION AND REPORTS: The
CONSULTANT shall provide all
information and reports required by the
Regulations, or directives issued pursuant
thereto, and shall permit access to its books,
records, accounts, other sources of
information, and its facilities as may be
determined by the AGENCY to be pertinent
to ascertain compliance with such
Regulations or directives. Where any
information required of the CONSULTANT
is in the exclusive possession of another
who fails or refuses to furnish this
information the CONSULTANT shall so
certify to the AGENCY, or the United
States Department of Transportation as
appropriate, and shall set forth what efforts
it has made to obtain the information.
E.
SANCTIONS FOR NONCOMPLIANCE:
In the event of the CONSULTANT's
noncompliance with the nondiscrimination
provisions of this AGREEMENT, the
AGENCY shall impose such sanctions as it
or the Federal Highway Administration may
Local Agency Guidelines
September 1995
Page 4 of21
determine to be appropriate, including, but
not limited to:
1. Withholding of payments to the
CONSULTANT under the
AGREEMENT until the
CONSULTANT complies, and/or
2. Cancellation, termination or
suspension of the AGREEMENT, in
whole or in part.
F.
INCORPORATION OF PROVISIONS:
The CONSULTANT shall include the
provisions of paragraphs (A) through (G) in
every subcontract, including procurements
of materials and leases of equipment, unless
exempt by the Regulations or directives
issued pursuant thereto. The
CONSULTANT shall take such action with
respect to any sub consultant or procurernent
as the AGENCY or the Federal Highway
Administration may direct as a means of
enforcing such provisions, including
sanctions for noncompliance; provided,
however, that, in the event a
CONSULTANT becomes involved in, or is
threatened with, litigation with a
subconsultant or supplier as a result of such
direction, the CONSULTANT may request
the AGENCY to enter into such litigation to
protect the interests of the AGENCY, andin
addition, the CONSULTANT may request
the United States to enter into such litigation
to protect the interests of the United States.
G.
UNFAIR EMPLOYMENT PRACTICES:
The CONSULTANT shall comply with
RCW 49.60.180'and Executive Order
number E.O. 77-13 of the Governor of the
State of Washington which prohibits unfair
employment practices.
IX
TERMINATION OF AGREEMENT
The right is reserved by the AGENCY to terminate
this AGREEMENT at any time upon ten days
written notice to the CONSULTANT.
In the even this AGREEMENT is terminated by the
AGENCY other than for default on the part of the
CONSULTANT, a final payment shall be made to
the CONSULTANT as shown in Exhibit "F" for the
type of AGREEMENT used.
No payment shall be made for any work completed
after ten days following receipt by the
CONSULTANT of the Notice to Terminate. If the
accumulated payment made to the CONSULTANT
prior to Notice of Termination exceeds the total
amount that would be due computed as set forth
herein above, then no final payment shall be due
and the CONSULTANT shall immediately
reimburse the AGENCY for any excess paid.
If the services of the CONSULTANT are
terminated by the AGENCY for default on the part
of the CONSULTANT, the above formula for
payment shall not apply. In such an event, the
amount to be paid shall be determined by the
AGENCY with consideration given to the actual
costs incurred by the CONSULTANT in performing
the work to the date of termination, the amount of
work originally required which was satisfactorily
completed to date of termination, whether that work
is in a form or a type which is usable to the
AGENCY at the time of termination; the cost to the
AGENCY of employing another firm to complete
the work required and the time which may be
required to do so, and other factors which affect the
value to the AGENCY of the work performed at the
time of termination. Under no circumstances shall
payment made under this subsection exceed the
amount which would have been made using the
formula set forth in the previous paragraph.
If it is determined for any reason that the
CONSULTANT was not in default or that the
CONSULTANT's failure to perform is without it or
it's employee's fault or negligence, the termination
shall be deemed to be a termination for the
convenience of the AGENCY in accordance with
the provision of this AGREEMENT.
In the event of the death of any member, partner or
officer of the CONSULTANT or any of its
supervisory personnel assigned to the project, or,
Local Agency Guidelines
September 1995
Page 5 of21
dissolution of the partnership, termination of the
corporation, or disaffiliation of the principally
involved employee, the surviving members of the
CONSULTANT hereby agree to complete the work
under the terms of the AGREEMENT, if requested
to do so by the AGENCY. The subsection shall not
be a bar to renegotiation of the AGREEMENT
between the surviving members of the
CONSULTANT and the AGENCY, if the
AGENCY so chooses.
In the event of the death of any of the parties listed
in the previous paragraph, should the surviving
members of the CONSULTANT, with the
AGENCY's concurrence, desire to terminate this
AGREEMENT, payment shall be made as set forth
in the second paragraph of this section.
Payment for any part of the work by the AGENCY
shall not constitute a waiver by the AGENCY of
any remedies of any type it may have against the
CONSULTANT for any breach of this
AGREEMENT by the CONSULTANT, or for
failure of the CONSULTANT to perform work
required of it by the AGENCY. Forbearance of any
rights under the AGREEMENT will not constitute
waiver of entitlement to exercise those rights with
respect to any future act or omission by the
CONSULTANT.
X
CHANGES OF WORK
The CONSULTANT shall make such changes and
revisions in the complete work of this
AGREEMENT as necessary to correct errors
appearing therein, when required to do so by the
AGENCY, without additional compensation
thereof. Should the AGENCY find it desirable for
its own purposes to have previously satisfactorily
completed work or parts thereof changed or revised,
the CONSULTANT shall make such revision as
directed by the AGENCY. This work shall be
considered as Extra Work and will be paid for as
herein provided under Section XlV.
XI
DISPUTES
Any dispute concerning questions of fact in
connection with the work not disposed of by
AGREEMENT between the CONSULTANT and
the AGENCY shall be referred for determination to
the Director of Public Works or AGENCY
Engineer, whose decision in the matter shall be final
and binding on the parties of this AGREEMENT,
provided however, that if an action is brought
challenging the Director of Public Works or
AGENCY Engineer's decision, that decision shall
be subject to de novo judicial review.
XII
VENUE, APPLICABLE LAW AND
PERSONAL JURISDICTION
In the event that either party deems it necessary to
institute legal action or proceeding to enforce any
right or obligation under this AGREEMENT, the
parties hereto agree that any such action shall be
initiated in the Superior court of the State of
Washington, situated in the county the AGENCY is
located in. The parties hereto agree that all
questions shall be resolved by application of
Washington law and that the parties to such action
shall have the right of appeal from such decisions of
the Superior court in accordance with the laws of
the State of Washington. The CONSULTANT
hereby consents to the personal jurisdiction of the
Superior court of the State of Washington, situated
in the county in which the AGENCY is located in.
XIII
LEGAL RELATIONS AND INSURANCE
The CONSULTANT shall comply with all Federal,
State, and local laws and ordinances applicable to
the work to be done under this AGREEMENT.
This AGREEMENT shall be interpreted and
construed in accord with the laws of Washington.
The CONSULTANT shall indemnify and hold the
AGENCY and the STATE, and their officers and
employees harmless from and shall process and
defend at its own expense all claims, demands, or
suits at law or equity arising in whole or in part
from the CONSULTANT's negligence or breach of
any of its obligations under this AGREEMENT;
provided that nothing herein shall require a
Local Agency Guidelines
September 1995
Page 6 of21
CONSULTANT to indemnify the AGENCY and
the STATE against and hold harmless the
AGENCY and the STATE from clairns, demands or
suits based solely upon the conduct of the ·
AGENCY and the STATE, their agents, officers
and employees and provided further that if the
claims or suits are caused by or result from the
concurrent negligence of ( a) the CONSULTANT's
agents or employees and (b) the AGENCY and the
ST ATE, their agents, officers and employees, this
indemnity provision with respect to (I) claims or
suits based upon such negligence, (2) the costs to
the AGENCY and the ST ATE of defending such
claims and suits, etc. shall be valid and enforceable
only to the extent of the CONSULTANT's
negligence or the negligence of the
CONSULTANT's agents or employees.
The CONSULTANT's relation to the AGENCY
shall be at all times as an independent contractor.
The CONSULTANT specifically assumes potential
liability for actions brought by the
CONSULTANT's own employees against the
AGENCY and, solely for the purpose of this
indemnification and defense, the CONSULTANT
specifically waives any immunity under the state
industrial insurance law, Title 51 RCW. The
CONSULTANT recognizes that this waiver was
specifically entered into pursuant to the provisions
ofRCW 4.24.115 and was the subject of mutual
negotiation.
Unless otherwise specified in the AGREEMENT,
the AGENCY shall be responsible for
administration of construction contracts, if any, on
the project. Subject to the processing of an
acceptable, supplemental agreement, the
CONSULTANT shall provide on-call assistance to
the AGENCY during contract administration. By
providing such assistance, the CONSULTANT shall
assume no responsibility for proper construction
techniques, job site safety, or any construction
contractor's failure to perform its work in
accordance with the contract documents.
The CONSULTANT shall obtain and keep in force
during the terms of the AGREEMENT, or as
otherwise required, the following insurance with
companies or through sources approved by the State
Insurance Commissioner pursuant to RCW 48.
Insurance Coverage
A. Worker's compensation and employer's
liability insurance as required by the
STATE.
B. General commercial liability insurance in an
amount not less than a single limit of one
million and 00/100 Dollars ($1,000,000.00)
for bodily injury, including death and
property damage per occurrence.
Excepting the Worker's Compensation insurance
and any professional liability insurance secured by
the CONSULTANT, the AGENCY will be named
on all certificates of insurance as an additional
insured. The CONSULTANT shall furnish the
AGENCY with verification of insurance and
endorsements required by this AGREEMENT. The
AGENCY reserves the right to require complete,
certified copies of all required insurance policies at
any time.
All insurance shall be obtained from an insurance
company authorized to do business in the State of
Washington. The CONSULTANT shall submit a
verification of insurance as outlined above within
14 days of the execution of this AGREEMENT to
the AGENCY.
No cancellation of the foregoing policies shall be
effective without thirty (30) days prior notice to the
AGENCY.
The CONSULTANT's professional liability to the
AGENCY shall be limited to the amount payable
under this AGREEMENT or one million dollars,
whichever is the greater unless modified by Exhibit
"H". In no case shall the CONSULTANT's
professional liability to third parties be limited in
any way.
The AGENCY will pay no progress payments under
Section V until the CONSULTANT has fully
complied with this section. This remedy is not
exclusive; and the AGENCY and the STATE may
Local Agency Guidelines
September 1995
Page 7 of21
take such other action as is available to them under
other provisions of this AGREEMENT, or
otherwise in law.
XIV
EXTRA WORK
A.
The AGENCY may at any time, by written
order, make changes within the general
scope of the AGREEMENT in the services
to be performed.
B.
If any such change causes an increase or
decrease in the estimated cost of, or the time
required for, performance of any part of the
work under this AGREEMENT, whether or
not changed by the order, or otherwise
affects any other terms and conditions of the
AGREEMENT, the AGENCY shall make
an equitable adjustment in the (1) maximum
amount payable; (2) delivery or completion
schedule, or both; and (3) other affected
terms and shall modify the AGREEMENT
accordingly.
C.
The CONSULTANT must submit its
"request for equitable adjustment" (hereafter
referred to as claim under this clause within
30 days from the date of receipt of the
written order. However, if the AGENCY
decides that the facts justify it, the
AGENCY may receive and act upon a claim
submitted before final payment of the
AGREEMENT.
D.
Failure to agree to any adjustment shall be a
dispute under the Disputes clause.
However, nothing in this clause shall excuse
the CONSULTANT from proceeding with
the AGREEMENT as changed.
E.
Notwithstanding the terms and condition of
paragraphs (a) and (b) above, the maximum
amount payable for this AGREEMENT,
shall not be increased or considered to be
increased except by specific written
supplement to this AGREEMENT.
XV
ENDORSEMENT OF PLANS
The CONSULTANT shall place his endorsement on
all plans, estimates or any other engineering data
furnished by him.
XVI
FEDERAL AND STATE REVIEW
The Federal Highway Administration and the
Washington State Department of Transportation
shall have the right to participate in the review or
examination of the work in progress.
XVII
CERTIFICATION OF THE CONSULTANT
AND THE AGENCY
Attached hereto as Exhibit "A-I", are the
Certifications of the Consultant and the Agency,
Exhibit "A-2" Certification regarding debarment,
suspension and other responsibility matters -
primary covered transactions, Exhibit "A-3"
Certification regarding the restrictions of the use of
Federal funds for lobbying, and Exhibit "A-4"
Certificate of Current Cost or Pricing Data.
Exhibits "A-3" and "A-4" are only required in
Agreements over $100,000.
XVIII
COMPLETE AGREEMENT
This document and referenced attachments contains
all covenants, stipulations and provisions agreed
upon by the parties. No agent, or representative of
either party has authority to make, and the parties
shall not be bound by or be liable for, any
statement, representation, promise or agreement not
set forth herein. No changes, amendments, or
modifications of the terms hereof shall be valid
unless reduced to writing and signed by the parties
as an amendment to this AGREEMENT.
XIX
EXECUTION AND ACCEPTANCE
This AGREEMENT may be simultaneously
executed in several counterparts, each of which
shall be deemed to be an original having identical
Local Agency Guidelines
September 1995
Page 8 of21
legal effect. The CONSULTANT does hereby
ratify and adopt all statements, representations,
warranties, covenants, and agreements contained in
the proposal, and the supporting materials submitted
by the CONSULTANT, and does hereby accept the
AGREEMENT and agrees to all of the terms and
conditions thereof.
In witness whereof, the parties hereto have executed this AGREEMENT as of the day and year first above
written. ()
By zl.J ~ 1/r~1 By e.L<ut-~ V~.r~o,t(
Charles A. Booth, Mayor
Consultant
Landau Associates, Inc.
Agency
City of Auburn
~ed as to Form:
Michael ~~dS ,
City Attorney
Page 9 of21
Local Agency Guidelines
September 1995
EXHIBIT "A-I"
CERTIFICATION OF CONSULTANT
Project No. A b -c -ll
Local Agency: City of Auburn
I hereby certify that I am William D. Evans and duly authorized representative of the firm of Landau
Associates, Inc. whose address is 4210 _20th Street E, Suite F, Tacoma, W A 98424-1823
and that neither I nor the above firm I here represent has:
(a) Employed or retained for a commission, percentage, brokerage, contingent fee or other consideration,
any firm or person (other than a bona fide employee working solely for me or the above
CONSULTANT) to solicit or secure this contract.
(b) Agreed, as an express or implied condition for obtaining this contract, to employee or retain the services
of any firm or person in connection with carrying out the contract.
(c) Paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee working
solely for me or the above CONSULTANT) any fee, contribution, donation or consideration of any kind
for, or in connection with procuring or carrying out the contract; except as here expressly stated (if any):
I further certify that the firm I hereby represent is authorized to do business in the State of Washington and that
the firm is in full compliance with the requirements of the Board of Professional Registration.
I acknowledge that this certificate is to be available to the State Department of Transportation and the Federal
Highway Administration, U.S. Department of Transportation, in connection with this contract involving
participation of Federal aid funds and is subject to applicable State and Federal laws, both criminal and civil.
\ 1-'1[01 zL-il ~
Date Authorized Consultant Signature
CERTIFICATION OF AGENCY OFFICIAL
I hereby certify that I am the AGENCY Official of the Local Agency of City of Auburn, Washington and that
the above consulting firm or his representative has not been required, directly or indirectly as an express or
implied condition in connection with obtaining or carrying out this contract to:
(a) Employ or retain, or agree to employ or retain, any firm or person, or
(b) Payor agree to pay to any firm, person or organization, any fee, contribution, donation or consideration
of any kind, except as here expressly stated (if any).
I acknowledge that this certificate is to be available to the Federal Highway Administration, U.S. Department of
Transportation, in connection with this contract involving participation of Federal aid high nds and is
subject to applicable State and Federal laws, both criminal and civil.
~ A. ~C1~
'/3101
Date
City of Auburn
Local Agency Guidelines
September 1995
Page 10 of21
EXHIBIT "A-2"
CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY
MATTERS-PRIMARY COVERED TRANSACTIONS
1. The prospective primary participant certifies to the best of its knowledge and belief, that it and its
principals:
(a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or
voluntarily excluded from covered transactions by any federal department or agency;
(b) Have not within a three-year period preceding this proposal been convicted of or had a civil
judgment rendered against them for commission or fraud or a criminal offense in connection
with obtaining, attempting to obtain, or performing a public (federal, state, or local) transaction
or contract under a public transaction; violation of federal or state antitrust statues or
commission of embezzlement, theft, forgery, bribery, falsification or destruction of records,
rnaking false statements, or receiving stolen property;
(c) Are not presently indicated for or otherwise criminally or civilly charged by a governmental
entity (federal, state, or local) with commission of any of the offenses enumerated in paragraph
1.b. of this certification; and
(d) Have not within a three-year period preceding this application/proposal had one or more public
transactions (federal, state, or local) terminated for cause or default.
2. Where the prospective primary participant is unable to certify to any of the statements in this
certification, such prospective participant shall attach an explanation to this proposal.
Consultant (Firm):
Landau Associates, Inc.
( '\ \~ \
Date
~o~R @,hl.'
President or Authorized Official of Consultant
/J (Signature)
U~,~. ~
Local Agency Guidelines
September 1995
Page 11 of21
EXHIBIT "A-3"
CERTIFICATION REGARDING THE RESTRICTIONS
OF THE USE OF FEDERAL FUNDS FOR LOBBYING
The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her
knowledge and belief, that:
1. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned,
to any person for influencing or attempting to influence an officer or employee of any federal
agency, a member of Congress, an officer or employee of Congress, or an employee of a member
of Congress in connection with the awarding of any federal contract, the making of any federal
grant, the making of any federal loan, the entering into of any cooperative agreement, and the
extension, continuation, renewal, amendment, or modification of any federal contract, grant,
loan, or cooperative agreement.
2. If any funds other than federal appropriated funds have been paid or will be paid to any person
for influencing or attempting to influence an officer or employee of any federal agency, a
member of Congress, an officer or employee of Congress, or an employee of a member of
Congress in connection with this federal contract, grant, loan, or cooperative agreement, the
undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report
Lobbying," in accordance with its instruction.
This certification is a material representation of fact upon which reliance was placed when this transaction was
made or entered into. Submission of this certification is a prerequisite for making or entering into this
transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification
shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.
The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that
the language of this certification be included in all lower tier subcontracts which exceed $100,000 and that all
such subrecipients shall certify and disclose accordingly.
Consultant (Firm):
Landau Associates, Inc.
\ (--1( c I
Date
-d-./J ~
President or Authorized Official of Consultant
(Signature)
Local Agency Guidelines
September 1995
Page 12 of21
EXHIBIT "A-4"
CERTIFICATE OF CURRENT COST OR PRICING DATA
This is to certify that, to the best of my knowledge and belief, the cost or pricing data (as defined in section
15.801 of the Federal Acquisition Regulation (FAR) and required under FAR subsection 15.804-2) submitte~,
either actually or by specific identification in writing, to the contracting officer or to the contracting officer's
representative in support of City Form FE049* are accurate, complete, and current as of December 2000**.
This certification includes the cost or pricing data supporting any advance agreements and forward pricing rate
agreements between the offeror and the Government that are part of the proposal.
Firm Landau Associates, Inc.
Name William D. Evans
Title Associate
Date of Execution***
December 2000
* Identify the proposal, quotation, request for price adjustment, or other submission
involved, giving the appropriate identifying number (e.g., RFP No.).
** Insert the day, month, and year when price negotiations were concluded and price
agreement was reached.
***Insert the day, month, and year of signing, which should be as close as practicable
to the date when the price negotiations were concluded and the contract price was
agreed to.
Local Agency Guidelines
September 1995
Page 13 of21
EXHIBIT "B-2"
SCOPE OF WORK
(TASK ORDER AGREEMENT)
Each item of work under this AGREEMENT will be provided by task assignment. Each assignment will be
individually negotiated with the CONSULTANT. The amount established for each assignment will be the
maximum amount payable for that assignment unless modified in writing by the AGENCY. The AGENCY is
not obligated to assign any specific number of tasks to the CONSULTANT, and the AGENCY's and
CONSULTANT's obligation hereunder are limited to tasks assigned in writing. Task assignments may include,
but are not limited to, the following types of work:
Geotechnical and environmental investigation and analysis including, but not limited to, the review of existing
geotechnical and environmental information, drilling by the CONSULTANT or their subcontractor, soil
sampling and testing, groundwater measurement and testing, soil property analyses, and documentation and
. Ie ~;t'5
report preparatIOn for the results of these ana analyses.
^
A.
cE
I l<' \
I. \ '(
B.
c.
D.
E.
F.
Task assignments made by the AGENCY shall be issued in writing by a Formal Task Assignment Document
similar in format to page 2 of this exhibit.
An assignment shall become effective when a Formal Task Assignment Document is signed by the
CONSULTANT and the AGENCY, except that emergency actions requiring a 24-hour or less response can be
handled by an oral authorization. Such oral authorization shall be followed up with a Formal Task Assignment
Document within four working days, and any billing rates agreed to orally (for individuals, subconsultants, or
organizations whose rates were not previously established in this AGREEMENT) shall be provisional and
subject to final negotiation and acceptance by the AGENCY.
Local Agency Guidelines
September 1995
Page 14 of21
FORMAL TASK ASSIGNMENT DOCUMENT
TASK NUMBER
The general provisions and clauses of Agreement
T ask Assignment.
shall be in full force and effect for this
Location of Project:
Project Title:
Maximum Amount Payable Per Task Assignment:
Completion Date:
Description of Work:
(Note attachments and give brief description)
Agency Project Manager Signature:
Date:
Oral Authorization Date:
See Letter Dated:
Consultant Signature:
Date:
Agency Approving Authority:
Date:
Local Agency Guidelines
September 1995
Page 15 of21
EXHIBIT "C-5"
PAYMENT
(COST PER UNIT OF WORK)
1. When the AGENCY requests that a project be undertaken, the CONSULTANT shall prepare a fee
proposal based upon a typical scope of work. Upon agreement by the AGENCY and the
CONSULTANT upon a scope of work and related fee, a maximum encumbrance, inclusive of expenses,
will be established, to serve as a maximum amount payable for the project. For accounting purposes, the
CONSULTANT will be paid by the AGENCY for work done, based upon mutually agreed unit rates for
work defined in Exhibits "0" and "E". The listed rates shall be applicable throughout the life of this
AGREEMENT. The rates are inclusive of actual salaries, overhead, profit, tools, materials, and
equipment necessary or incidental for the completion of the AGREEMENT work.
Compensation for the following expenditures will be allowed when these costs are incurred directly in
fulfilling the terms of this AGREEMENT:
2. The maximum total amount payable by the AGENCY to the CONSULTANT under this AGREEMENT
shall not exceed the amount shown on page 1 of this AGREEMENT, unless a supplemental
AGREEMENT has been negotiated and executed by the AGENCY prior to incurring any costs in excess
of the maximum amount payable.
3. The CONSULTANT may submit invoices to the AGENCY not more often than once per month during
the progress of the work for partial payment of work completed to date. The invoices will indicate the
units of work completed each day during the invoice period in addition to the previous total. Direct
nonsalary costs, such as travel, reproduction, telephone, supplies, and computer costs, shall be supported
by an original or a copy of the invoice or billing instrument the CONSULTANT received for payment.
For example, a copy of the telephone company's itemized listing showing each call is necessary to
verify the billing for long distance telephone calls. Such invoices will be checked by the AGENCY and
payment will be made in full for the amount thereof as has been found to represent the value of the
completed work, less the amounts previously paid.
Page 16 of21
Local Agency Guidelines
September 1995
EXHIBIT D
COMPENSATION SCHEDULE - 2001
Personnel Labor
Hourly Rate
Principal
Senior Associate
Associate
Senior
Senior Project
Project
Senior Staff
Staff
Assistant/Senior Technician
Technician
$145
135
125
115
103
93
82
71
60
52
58
52
48
37
CAD Operatorffechnical Illustrator
Project Coordinator
Word Processor (including equipment)
Support Staff
A Senior Principal rate may be assigned to projects involving highly complex consultation or litigation support. In such
cases, the rate for Senior Principal will be assigned on a project-specific basis.
Expert professional testimony in court, in an arbitration or mediation proceeding, at a public hearing, at deposition, and in
preparation of an affidavit or declaration at 1.5 times hourly rate.
Rates apply to all labor, including overtime.
Technical disciplines include: Biologist, Chemist, Engineer, Environmental Planner, Geochemist, Geologist,
Hydrogeologist, Hydrologist, Risk Analyst, Scientist.
Equipment: Field, laboratory, and office equipment used in the direct performance of authorized work is charged at unit
rates. A rate schedule will be provided on request.
Subcontractor Services and Other Expenses: Subcontractor billing and other project expenses incurred in the direct
performance of authorized routine services are charged at a rate of cost plus a twelve percent (12%) handling charge. The
handling charge for technical subconsultants and for high risk field operations will be higher on an individual project basis.
The handling charge may be lower for projects which involve disproportionally large subcontracting.
Invoices: Invoices for Landau Associates services will be issued monthly. Interest of 1'12 percent per month (but not
exceeding the maximum rate allowable by law) will be payable on any amounts not paid within 30 days.
Term: Unless otherwise agreed, Landau Associates reserves the right to make reasonable adjustments to our compensation
rates (including continuing projects).
1211100 I:IADMINlcompcnsation scheduk:-200l.doc
LANDAU ASSOCIATES
EXIHIBIT 'E'
LANDAU ASSOCIATES, INC.
EQUIPMENT AND SUPPLIES RATE SCHEDULE - 2001
FIELD
Sediment sampling equipment
Soil sampling equipment
Water sample equipment
Rate ($) Unit
15.00 day
15.00 day
15.00 day
40.00 day
50.00 day
25.00 day
25.00 day
15.00 day
10.00 day
45.00 day
5.00 day
35.00 day
10.00 each
5.00 day
5.00 each
35.00 day
50.00 day
20.00 day
45.00 day
100.00 day
20.00 day
5.00 day
40.00 day
40.00 day
30.00 day
40.00 day
4.00 each
60.00 day
75.00 day
60.00 day
60.00 day
10.00 day
30.00 day
60.00 day
30.00 day
25.00 day
60.00 day
10.00 day
50.00 day
5.00 day
40.00 day
40.00 day
30.00 day
10.00 day
30.00 day
35.00 day
15.00 day
60.00 day
30.00 day
5.00 day
20.00 day
5.00 day
5.00 day
100.00 day
5.00 day
15.00 day
25.00 day
6.00 ea
5.00 day
50.00 day
3.00 day
8.00 day
Page 18 OF 21
Air compressor
Air velocity meter
Aquistar - data logger - 2 channel
Aquistar - tranducer 15 psi
Autolevel wltripod and rod
Bailer - stainless-steel PVC
Benthic Sieving Equipment
Bentonite mud balance and sand content
Camera-video
Videocassette
Camera - 35 mm
Film (35 mm)
Computer. portable
Density equipment - nuclear densometer
Density equipment - sand cone
Ekman Grab
Ensys field test kit - PCBITPH
Fathometer
Flow Cell- Low Flow
Generator - Honda EZ3500
Kemmerer sampler
Magnehelic gauge set
Meter - dissolved oxygen
Dissolved oxygen test
Meter - HAM aerosol monitor
Meter - Horiba U-I 0 multi. sensor
Meter - LELIH2S/02-MSA-361 or GasTech
Meter - MSA - gasport
Meter - Psychrometer- Dry/Wet Bulb Therm.
Meter - pH/cond.ltemp. Cole Parmer-I 0
Meter - Microtip or PhotoVac 2020 PIDs
Meter - ORP Cole Parmer
Meter - water metering gauge
Meter - stream flow probe
Mirror stereo scope
Oil-water interface indicator
Peat probe
Pump-bladder
Bladder pump controller
Pump - Brainard Kilman (BK)
Pump - Draeger or Sensidyne
Pump - Honda
Pump - PerstaItic
Pump - Purge 12 volt
Pump - Redi flow 2
Pump - Redi flow controller
Pump - vaclpressure - 115 volt
Radiation detector
Respirator
Scale - field gram and pound
SCBA equipment
Sherman Live Traps
Soil hand-auger equipment
Soil split-barrel sampler kit (Dames & Moore)
Soil samples (rings) - each
Stream Dip Net
Surber Benthic Sampler
Surge blocks
Telephone, portable
12ms~.. C:IWINDOWSITEMPI2lH'IEQUPRATE.DOC
Weekly/monthly rates can be established upon request for extended uses. Charges for other specialty equipment and supplies are to be
determined on an as-needed basis.
12~)5~M) C:IW1NDOWSlTEMPI200IEQUPRATE,DOC
Page 19 OF 21
EXHIBIT "F"
PAYMENT UPON TERMINATION OF AGREEMENT
BY THE AGENCY OTHER THAN FOR F AUL T OF THE CONSULTANT
(Refer to Agreement, Section IX)
Lump Sum Contracts
A final payment shall be made to the CONSULTANT which when added to any payments previously made
shall total the same percentage of the Lump Sum Amount as the work completed at the time of termination is to
the total work required for the PROJECT. In addition, the CONSULTANT shall be paid for any authorized
extra work completed.
Cost Plus Fixed Fee Contracts
A final payment shall be made to the CONSULTANT which when added to any payments previously made,
shall total the actual costs plus the same percentage of the fixed fee as the work completed at the time of
termination is to the total work required for the Project. In addition, the CONSULTANT shall be paid for any
authorized extra work completed.
Specific Rates of Pay Contracts
A final payment shall be made to the CONSULTANT for actual hours charged at the time of termination of this
AGREEMENT plus any direct nonsalary costs incurred at the time of termination of this AGREEMENT.
Costs Per Unit of Work Contracts
A Final payment shall be made to the CONSULTANT for actual units of work completed at the time of
termination of this AGREEMENT.
Page 20 of21
Local Agency Guidelines
September 1995
EXHIBIT G
SUBCONTRACTED WORK
The AGENCY permits subcontracts for the following portions of the work of this AGREEMENT:
Subconsultant work is to be identified when tasks are assigned.
REF. H:\FORMS\FE049
Page 21 of21
Local Agency Guidelines
September 1995