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HomeMy WebLinkAbout3303 RESOLUTION NO.3 3 0 3 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, AUTHORIZING THE MAYOR AND THE CITY CLERK TO EXECUTE AN AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY AND INCA ENGINEERS, INC., FOR THE PURPOSE OF PROVIDING ENGINEERING/SURVEYING SERVICES DURING THE 2001 YEAR. THE CITY COUNCIL OF THE CITY OF AUBURN, WASHINGTON, IN A REGULAR MEETING DULY ASSEMBLED, HEREWITH RESOLVES AS FOLLOWS: Section 1. The Mayor and the City Clerk of the City of Auburn are hereby authorized to execute an Agreement for Professional Services with INCA ENGINEERS, INC., to provide engineering/surveying 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. 3303 December 6, 2000 Page 1 .;AI DATED and SIGNED this Jf::day of December, 2000. ATTEST: /, ,I /\L,.<r.vj-l'---~ Dante Ie E. Daskam, City Clerk APPROVED AS TO FORM: ~~~u~ Michael J. Reynolds, City Attorney Resolution No. 3303 December 6, 2000 Page 2 CITY OF AUBURN ~ t~, 8e>c>+( CHARLES A. BOOTH MAYOR STANDARD CONSULTANT CONSULTANT/ADDREssrrELEPHONE AGREEMENT INCA ENGINEERS, INC. AGREEMENT NUMBER 400 112th Avenue NE, Suite # 400 AG-C-32 Bellevue W A 98004 Phone: (425)635-1000 FEDERAL AID NO. Fax: (425) 635-1150 0 LUMP SUM PROJECT TITLE AND WORK DESCRIPTION . Agreement for Professional Services A G LUMP SUM AMOUNT $ On-call survey and drafting services. R E 0 COST PLUS FIXED FEE DBE PARTICIPATION E M OVERHEAD PROGRESS Yes 0 No [gJ E PA YMENT RATE % N OVERHEAD COST METHOD T ACTUAL COST NOT WBE PARTICIPATION TO EXCEED % Yes 0 No [gJ T FIXED RATE % Y FIXED FEE $ P E [gJ SPECIFIC RATES OF PAY FEDERAL ID Do you require a t 099 for IRS? NO.lS.S,N. [gJ NEGOTIATED HOURLY RATE 91-1203062 0 Yes 0 No [gJ PROVISIONAL HOURLY RATE 0 COST PER UNIT OF WORK COMPLETION DATE MAXIMUM AMOUNT PAYABLE December 31, 200 I $ 50,000.00 THIS AGREEMENT, made and entered into this ~ day of Januarv ,2001, between the Local Agency of City of Auburn, Washington, hereinafter called the "AGENCY"; and the above organization hereinafter called tbe "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 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 oftbe terms, conditions, covenants and performance contained herein, or attached and incorporated and made a part hereof, the parties hereto agree as follows: Local Agency Guidelines September 1995 Page I of20 Resolution 3303 Exhibit A 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" 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 CONSULTANT 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" 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 ofthe 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 ofthis 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 CONSULTANT. A prior supplemental agreement 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 "e" 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 Local Agency Guidelines September 1995 Page 2 of20 the work specified in Section II, "Scope of Work.". 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 CONSULTANT. 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 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: employment 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 Local Agency Guidelines September 1995 Page 3 of20 . , 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 ofthe 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 tbe contract covers a program set forth in Appendix II of the Regulations, C. SOLICITATIONS FOR SUB CONSUL 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 determine to be appropriate, including, but not limited to: I. 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 Local Agency Guidelines September 1995 Page 4 of20 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 subconsultant or procurement 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, and in 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 ofthe 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 ofthe 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, dissolution of the partnership, termination of the corporation, or disaffiliation of the principally involved employee, the surviving members ofthe 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 ofthe 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 Local Agency Guidelines September 1995 Page 5 of 20 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 XIV. 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 ofthe 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 CONSULTANT to indemnify the AGENCY and the STATE against and hold harmless the AGENCY and the STATE from claims, demands or suits based solely upon the conduct ofthe 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 STATE, 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 STATE of defending such Local Agency Guidelines September 1995 Page 60f20 ; . 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 of RCW 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 ofthe 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 001100 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 ofthe 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 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. Local Agency Guidelines September 1995 Page 70f20 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 shaH 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 shaH be a dispute under the Disputes clause. However, nothing in this clause shaH 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 ofthe 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 shaH 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 shaH be deemed to be an original having identical 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 ofthe terms and conditions thereof. Local Agency Guidelines September 1995 Page 8 of 20 In witness whereof, the parties hereto have executed this AGREEMENT as of the day and year first above ::itte4af/f & _ By ~-&u-~ .I~o~* Charles A. Booth, Mayor Consultant Inca Engineers. Inc. Agency Citv of Auburn ]Jjf)iJ;fJi~' Michael J. Reynolds, City Attorney Local Agency Guidelines September 1995 Page 9 of20 EXHIBIT "A-I" CERTIFICATION OF CONSULTANT Project No. AG-C-32 Local Agency: Citv of Auburn I hereby certify that I am Robert S. ell ster representative of the firm of Inca Engineers. Inc. A venue NE. Suite # 400 Bellevue W A 98004 and duly authorized whose address is 400 112th 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. /;[-//,/ ~ . Authorized Consultant Signature . J 4;../ 1, Dat~ ~/ CERTIFICATION OF AGENCY OFFICIAL I hereby certify that I am the AGENCY Official of the Local Agency ofCitv 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 highway funds and is subject to applicable State and Federal laws, both criminal rod ~ivi1. -'. / +f{ ~ t:l 1/\ . tTt=tnllrlry 1 ?nn1 ~ - ';f {'lc_ Date City of Auburn Mayor, Charles A. Booth Local Agency Guidelines September 1995 Page 10 of20 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, making 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 l.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 ofthe statements in this certification, such prospective participant shall attach an explanation to this proposal. Consultant (Firm): Inca Engineers. Inc. ~114-^-I, 4- Date .2&6/ , Pr ident or Authorized Official of Consultant (Signature) Local Agency Guidelines September 1995 Page 11 of 20 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 ofthe 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 offact 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): Inca Engineers. Inc. JJ4.!P 4; ~/ Date t?/~g ~~ Pre{ident or Authoflzed Official of Consultant (Signature) Local Agency Guidelines September 1995 Page 12 of 20 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) submitted, either actually or by specific identification in writing, to the contracting officer or to the contracting officer's representative in support of AG-C-32 · are accurate, complete, and current as of JI4-N.or; Zt9-o I '-. 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 ofthe proposal. Name Title <://~Vl':-' ".... .()~ .m~.IC., Date of Execution - -- ~ I #H../ 4" 28t<J / - 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 of 20 EXHIBIT "B-1" SCOPE OF WORK Project No. AG-C-32 1. Surveving and drafting services including. but not limited to. Topographic. Design. Boundarv and Construction survevs. Topographic drawings in an AutoCAD. DCA format. 2. All survev procedures shall be performed under the direction of a Professional Land Survevor licensed bv the State of Washington. 3. This Agreement shall terminate on December 31. 2001. DOCUMENTS TO BE FURNISHED BY THE CONSULTANT Field survey procedures shall be documented in "Rite-in-the-Rain" type all-weather field books made available to the Agencv upon request. Electronic information from data collectors. etc.. shall be delivered to the Agencv on a 1.44 ME. 3.5" double-sided high densitv floppy disk in an ASCII format. Local Agency Guidelines September 1995 Page 14 of20 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: A. Topographic and construction surveying. B. Topographic drawings in an AutoCAD. DCA format. C. Boundarv surveys including a recorded Record of Survev. D. Short Plats and Lot Line Adiustments. E. GPS and other geodetic-type work. F. Task assignments made by the AGENCY shall be issued in writing by a Formal Task Assignment Document similar in format to page 2 ofthis exhibit. An assignment shall become effectiye 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 15 of20 FORMAL TASK ASSIGNMENT DOCUMENT TASK NUMBER The general provisions and clauses of Agreement Task Assignment. shall be in full force and effect for this Location of Project: Project Title: Agreement for Professional Services 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 16 of20 EXHIBIT "C-3" PAYMENT (NEGOTIATED HOURLY RATE) The CONSULTANT shall be paid by the AGENCY for completed work and services rendered under this AGREEMENT as provided hereinafter. 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. The CONSULTANT shall conform with all applicable portions of 48 CFR 31. 1. Hourly Rates The CONSULTANT shall be paid by the AGENCY for work done, based upon the negotiated hourly rates shown in Exhibits "D" and "E" attached hereto and by this reference made part of this AGREEMENT. The rates listed shall be applicable for the first l2-monthperiod and shall be subject to negotiation for the following l2-month period upon request ofthe CONSULTANT or the AGENCY. If negotiations are not conducted for the second or subsequent 12-month periods within 90 days after completion of the previous period, the rates listed in this AGREEMENT or subsequent written authorization(s) from the AGENCY shall be utilized for the life of the AGREEMENT. The rates are inclusive of direct salaries, payroll additives, overhead, and fee. In the event renegotiation of the hourly rates is conducted, the AGENCY reserves the right to audit for any change in the overhead rate currently in use by the CONSULTANT and modify the hourly rates to be paid to the CONSULTANT subsequent to the renegotiation accordingly. Any changes in the CONSULTANT's fixed hourly rates may include salary or overhead adjustments. 2. Direct Nonsalary Costs Direct nonsalary costs will be reimbursed at the actual cost to the CONSULTANT. These charges may include, but are not limited to the following items: travel, printing, long distance telephone, supplies, computer charges, and fees of subconsultants. Air or train travel will only be reimbursed to economy class levels unless otherwise approved by the AGENCY. Automobile mileage for travel will be reimbursed as the current rate approved for AGENCY employees and shall be supported by the date and time of each trip with origin and designation of such trips. Subsistence and lodging expenses will be reimbursed at the same rate as for AGENCY employees. The billing for nonsalary cost, directly identifiable with the PROJECT, shall be an itemized listing of the charges supported by the original bills, invoices, expense accounts, and miscellaneous supporting data retained by the CONSULTANT. Copies of the original supporting documents shall be supplied to the AGENCY upon request. All above charges must be necessary for the services provided under this AGREEMENT. 3. Management Reserve Fund The AGENCY may desire to establish a Management Reserve Fund to provide the Agreement Administrator the flexibility of authorizing additional funds to the AGREEMENT for allowable unforeseen costs, or reimbursing the CONSULTANT for additional work beyond that already defined in this AGREEMENT, Such authorization(s) shall be in writing and shall not exceed the lesser of$50,OOO or 10% of the Total Amount Authorized as shown in the heading ofthis AGREEMENT. The amount included for the Management Reserve Fund is shown in the heading of this agreement. This fund may be replenished in a subsequent supplemental agreement. Any changes requiring additional costs in Local Agency Guidelines September 1995 Page 170f20 excess of the "Management Reserve Fund" shall be made in accordance with Section XIV, "Extra Work." 4. Maximum Amount Payable The maximum amount payable for completion of work under this AGREEMENT shall not exceed the amount shown in the heading of this AGREEMENT. The maximum amount payable includes the Management Reserve Fund, but does not include payment for extra work as stipulated in Section XIV, "Extra Work." No minimum amount payable is guaranteed under this AGREEMENT. 5. Monthly Progress Payments Progress payments may be claimed on a monthly basis for all costs authorized in 1 and 2 above. The monthly invoices shall be supported by detailed statements for hours expended at the rates established in Exhibits "D" and "E", including names and classifications of all employees, and invoices for all direct nonsalaryexpenses. To provide a means of verifying the invoiced salary costs for the consultant's employees, the agency may conduct employee interviews. These interviews may consist of recording the names, titles, salary rates, and present duties of those employees performing work on the project at the time of the interview, 6. Inspection of Cost Records The CONSULTANT and hislher subconsultants shall keep available for inspection by representatives of the AGENCY, STATE, and the United States, for a period of three years after final payment, the cost records and accounts pertaining to this AGREEMENT and all items related to or bearing upon these records with the following exception: if any litigation, claim, or audit is started before the three-year period, the records shall be retained until all litigation, claims, or audit findings involving the records have been resolved. The three-year retention period begins when the CONSULTANT receives final payment. 7. Final Payment Final payment of any balance due the CONSULTANT of the gross amount earned will be made promptly upon its verification by the AGENCY after tbe completion of the work under this AGREEMENT, contingent upon receipt of all PS & E, plans, maps, notes, reports, and other related documents which are required to be furnished under this AGREEMENT. Acceptance of such final payment by the CONSULTANT shall constitute a release of all claims for payment which the CONSULTANT may have against the AGENCY unless such claims are specifically reserved in writing and transmitted to the AGENCY by the CONSULTANT prior to its acceptance. Said final payment shall not, however, be a bar to any claims that the AGENCY may have against the CONSULTANT or to any remedies the AGENCY may pursue with respect to such claims, The payment of any billing will not constitute agreement as to the appropriateness of any item and at the time of final audit, all required adjustments will be made and reflected in a final payment. In the event that such final audit reveals an overpayment to the CONSULTANT, the CONSULTANT will refund such overpayment to the AGENCY within ninety (90) days of notice of the overpayment. Such refund shall not constitute a waiver by the CONSULTANT or any claims relating to the validity of a finding by the AGENCY of overpayment. Local Agency Guidelines September 1995 Page 18 of20 -- - - --- ----- -- . . , EXHIBIT "0" INCA ENGINEERS, INC. 2001 Survey Rate Schedule For the City of Auburn Personnel Cateaorv: Hourly Charae Rate Principal Surveyor $98.00 Project Manager $84.00 Office Technical Support $76.00 CADD/Drafting Technician $70.00 Clerical Support Services $46.00 Field Technician I (Party Chief) $64.00 Field Technician II (Instrumentman) $54.00 Field Technician III (Chainman) $45.00 Miscellaneous Expenses: Survey Vehicle Mileage O.325/mile Special Materials cost plus 5% Special Equipment cost plus 5% Fullv Supported Construction Survey Crew Rate Hourly rate for a fully supported 2-person construction survey crew including normal supervision, office technical support, supplies, and mileage. Regular Time Rate Per Hour $140.00 Overtime Rate Per Hour $168.00 Local Agency Guidelines Page 19 of20 September 1995 EXHIBIT "F" PAYMENT UPON TERMINATION OF AGREEMENT BY THE AGENCY OTHER THAN FOR FAULT 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. REF. H:\CONSUL T ANTlAGREEMENTS\200 I \AGC032 AGREEMENT. DOC Local Agency Guidelines September 1995 Page 20 of 20