HomeMy WebLinkAboutPentec Environmental AG-C-270
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AGREEMENT FOR PROFESSIONAL SERVICES
AG-C-270
THIS AGREEMENT made and entered into by and between the CITY OF
AUBURN, a Municipal Corporation in King County, Washington, hereinafter referred to
as "CITY" and with, Pentec Environmental, A Division of Hart Crowser, Inc., whose
address is 120 Third Avenue South, Suite 110, Edmonds, W A 98020-8411, hereinafter
referred to as "CONSULTANT".
In consideration of the covenants and conditions of this Agreement, the parties
hereby agree as follows:
1. SCOPE OF WORK.
See Exhibit A, attached and by this reference made part of this Agreement.
2. TERM.
The CONSULTANT shall not begin any work under this Agreement until
authorized in writing by the CITY. All work under this Agreement shall be completed by
December 31, 2006.
The established completion time shall not be extended because of any delays
attributable to the CONSULTANT, but may be extended by the CITY in the event of a
delay attributable to the CITY, 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 CITY is required to
extend the established completion time.
3. COMPENSATION.
The CONSULTANT shall be compensated for the work rendered under the
approved Scope of Work identified in Exhibit A, on a time and material basis, not to
exceed $3,000.00. The Consultant should not begin any work unless authorized in
writing by the City to do so. The CONSULTANT will not undertake any work or
Agreement for Professional Services AG-C-270
January 30,2006
Page 1 of 10
otherwise financially obligate the CITY in excess of said not-to-exceed amount without
a duly executed Addendum issued by the CITY. 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 submit an itemized invoice to the CITY prior to payment, in a form
similar to that attached as Exhibit C of this Agreement. Exhibit C is attached hereto and
by reference made a part of this Agreement.
The CONSULTANT shall be paid by the CITY based on the Fee Schedule
outlined in Exhibit B, which includes all consultant expenses including but not limited to
overhead, profit, and direct non-salary costs. The billing for non-salary costs, directly
identifiable with the project, shall be submitted as an itemized listing of charges
supported by copies of 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 CITY upon request. All above charges must be
necessary for the services provided under the Agreement.
In the event services are required beyond those specified in the Scope of Work,
and not included in the compensation listed in this Agreement, a contract modification
shall be negotiated and approved by the CITY prior to any effort being expended on
such services
4. RESPONSIBILITY OF CONSULTANT.
The CONSULTANT shall be responsible for the professional quality, technical
accuracy, timely completion and the coordination of all studies, analysis, designs,
drawings, specifications, reports and other services performed by the CONSULTANT
under this Agreement. The CONSULTANT shall, without additional compensation,
correct or revise any errors, omissions or other deficiencies in its plans, designs,
Agreement for Professional Services AG-C-270
January 30,2006
Page 2 of 10
drawings, specifications, reports and other services required. The CONSULTANT shall
perform its services to conform to generally accepted professional engineering
standards and the requirements of the CITY.
Any approval by the CITY under this Agreement shall not in any way relieve the
CONSULTANT of responsibility for the technical accuracy and adequacy of its services.
Except as otherwise provided herein, neither the CITY'S review, approval or
acceptance of, nor payment for, any of the services shall be construed to operate as a
waiver of any rights under this Agreement or of any cause of action arising out of the
performance of this Agreement to the full extent of the law.
5. INDEMNIFICATION/HOLD HARMLESS.
The CONSULTANT shall defend, indemnify and hold the CITY, its officers,
officials, volunteers, and employees harmless from any and all claims, injuries,
damages, losses, or suits, including attorney fees, arising out of or resulting from the
acts, errors or omissions of the CONSULTANT in performance of this AgreElment,
6. INDEPENDENT CONTRACTOR/ASSIGNMENT.
The parties agree and understand that the CONSULTANT is an independent
contractor and not the agent or employee of the CITY and that no liability shall attach to
the CITY by reason of entering into this Agreement except as otherwise provided
herein. The parties agree that this Agreement may not be assigned in whole or in part
without the written consent of the CITY.
7. INSURANCE.
CONSULTANT shall procure and maintain for the duration of this Agreement,
insurance against claims for injuries to persons or damage to property which may arise
from or in connection with the performance of the work hereunder by the
CONSULTANT, its agents, representatives, or employees.
Agreement for Professional Services AG-C-270
January 30, 2006
Page 3 of 10
CONSULTANT'S maintenance of insurance as required by the Agreement shall
not be construed to limit the liability of the CONSULTANT to the coverage provided by
such insurance, or otherwise limit the City's recourse to any remedy available at law or
in equity.
CONSULTANT shall obtain insurance of the types and in the amounts described
below:
a. Automobile Liability insurance covering all owned, non-owned, hired and
leased vehicles, with a minimum combined single limit for bodily injury and
property damage of $1 ,000,000 per accident. Coverage shall be written on
Insurance Services Office (ISO) form CA 00 01 or a substitute form providing
equivalent liability coverage. If necessary, the policy shall be endorsed to
provide contractual liability coverage.
b. Commercial General Liability insurance shall be written on ISO occurrence
form CG 00 01 and shall cover liability arising from premises, operations,
independent contractors, and personal injury and advertising injury, with limits
no less than $1,000,000 each occurrence, $2,000,000 general aggregate.
The CITY shall be named as an insured under the CONSULTANT'S
Commercial General Liability insurance policy with respect to the work
performed for the CITY using the applicable ISO Additional Insured
endorsement or equivalent.
c. Worker's Compensation coverage as required by the Industrial Insurance
laws of the State of Washington.
d. Professional Liability insurance appropriate to the CONSULTANT'S
profession, with limits no less than $1,000,000 per claim and $1,000,000
policy aggregate limit.
Agreement for Professional Services AG-C-270
January 30,2006
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The insurance policies are to contain, or be endorsed to contain, the following
provisions for Automobile Liability, Professional Liability, and Commercial General
Liability insurance:
a. The CONSULTANT'S insurance coverage shall be primary insurance as
respects the CITY. Any insurance, self insurance, or insurance pool
coverage maintained by the CITY shall be excess of the CONSULTANT'S
insurance and shall not contribute with it.
b. The CONSULTANT'S insurance shall be endorsed to state that coverage
shall not be cancelled by either party, except after thirty (30) days prior written
notice has been given to the CITY by certified mail, return receipt requested.
All insurance shall be obtained from an insurance company authorizE~d to do
business in the State of Washington. Insurance is to be placed with insurers with a
current A.M. Best rating of not less than A-:VII.
The CONSULTANT shall furnish the City with certificates of insurance and a
copy of the amendatory endorsements, including but not necessarily limited to the
additional insured endorsement, evidencing the insurance coverage required by this
section, before commencement of the work. The CITY reserves the right to require that
complete, certified copies of all required insurance policies be submitted to the CITY at
any time. The CITY will pay no progress payments under Section 3 until thEl
CONSULTANT has fully complied with this section.
8. NONDISCRIMINATION.
The CONSULTANT may not discriminate regarding any services or activities to
which this Agreement may apply directly or through contractual, hiring, or other
arrangements on the grounds of race, color, creed, religion, national origin, sex, age, or
where there is the presence of any sensory, mental or physical handicap.
Agreement for Professional Services AG-C-270
January 30, 2006
Page 5 of 10
9. OWNERSHIP OF RECORDS AND DOCUMENTS.
The CONSULTANT agrees that any and all drawings, computer discs,
documents, records, books, specifications, reports, estimates, summaries and such
other information and materials as the CONSULTANT may have accumulated,
prepared or obtained as part of providing services under the terms of this Agreement by
the CONSULTANT, shall belong to and shall remain the property of the CITY OF
AUBURN. In addition, the CONSULTANT agrees to maintain all books and records
relating to its operation and concerning this Agreement for a period of six (6) years
following the date that this Agreement is expired or otherwise terminated. The
CONSULTANT further agrees that the CITY may inspect any and all documents held by
the CONSULTANT and relating to this Agreement upon good cause at any reasonable
time within the six (6) year period. The CONSULTANT also agrees to provide to the
CITY, at the CITY'S request, the originals of all drawings, documents, and items
specified in this Section and information compiled in providing services to the CITY
under the terms of this Agreement.
10. CERTIFICATION REGARDING DEBARMENT. SUSPENSION. AND
OTHER RESPONSIBILITY MATTERS-PRIMARY COVERED TRANSACTIONS.
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
Agreement for Professional Services AG-C-270
January 30, 2006
Page 6 of 10
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 indicted 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 "(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.
Where the prospective primary participant is unable to certify to any of the
statements in this certification, such prospective participant shall attach an E~xplanation
to this proposal.
11. TERMINATION OF AGREEMENT.
This Agreement may be terminated by either party upon twenty (20) days written
notice to the other party, and based upon any cause. In the event of termination due to
the fault of other(s) than the CONSULTANT, the CONSULTANT shall be paid by the
CITY for services performed to the date of termination.
Upon receipt of a termination notice under the above paragraph, the
CONSULTANT shall (1) promptly discontinue all services affected as directed by the
written notice, and (2) deliver to the CITY all data, drawings, specifications, reports,
estimates, summaries, and such other information and materials as the CONSULTANT
may have accumulated, prepared or obtained in performing this Agreement, whether
completed or in process.
Agreement for Professional Services AG-C-270
January 30, 2006
Page 7 of 10
12. GENERAL PROVISIONS.
12.1. This Agreement shall be governed by the laws, regulations and ordinances
of the City of Auburn, the State of Washington, King County, and where applicable,
Federal laws.
12.2. All claims, disputes and other matters in question arising out of, or relating
to, this Agreement or the breach hereof, except with respect to claims which have been
waived, will be decided by a court of competent jurisdiction in King County, 'Nashington.
Pending final decision of a dispute hereunder, the CONSULTANT and the CITY shall
proceed diligently with the performance of the services and obligations herein.
12.3. In the event that any dispute or conflict arises between the parties while
this Agreement is in effect, the CONSULTANT agrees that, notwithstanding such
dispute or conflict, the CONSULTANT shall continue to make a good faith e'ffort to
cooperate and continue work toward successful completion of assigned duties and
responsibilities.
12.4. The CITY and the CONSULTANT respectively bind themselves, their
partners, successors, assigns, and legal representatives to the other party to this
Agreement with respect to all covenants to this Agreement.
12.5. This Agreement represents the entire and integrated Agreement between
the CITY and the CONSULTANT and supersedes all prior negotiations, representations
or agreements either oral or written. This Agreement may be amended only by written
instrument signed by both the CITY and the CONSULTANT.
12.6. Should it become necessary to enforce any term or obligation of this
Agreement, then all costs of enforcement including reasonable attorneys fees and
expenses and court costs shall be paid to the substantially prevailing party.
Agreement for Professional Services AG-C-270
January 30, 2006
Page 8 of 10
12.7. The CONSULTANT agrees to comply with all local, state and federal laws
applicable to its performance as of the date of this Agreement.
12.8. If any provision of this Agreement is invalid or unenforceable, the
remaining provisions shall remain in force and effect.
12.9. This Agreement shall be administered by Wayne C. Adams, on behalf of
the CONSULTANT, and by the Mayor of the CITY, or designee, on behalf of the CITY.
Any written notices required by the terms of this Agreement shall be served on or
mailed to the following addresses:
City of Auburn
Attn: Robert E. Lee, III
25 W Main Street
Auburn W A 98001
Phone: 253.804.5071
Fax: 253.931.3053
E-mail: rlee@auburnwa.gov
Pentec Environmental
Attn: Derek Ormerod
120 Third Avenue S, Suite 110
Edmonds, W A 98020
Phone: 425.775.4682
Fax: 425.778.9417
E-mail: derek.ormerod@pentecenv.com
12.10. All notices or communications permitted or required to be givEm under
this Agreement shall be in writing and shall be delivered in person or deposited in the
United States mail, postage prepaid. Any such delivery shall be deemed to have been
duly given if mailed by certified mail, return receipt requested, and addressed to the
address for the party set forth in 12.9, or if to such other person designated by a party
to receive such notice. It is provided, however, that mailing such notices or
communications by certified mail, return receipt requested is an option, not a
requirement, unless specifically demanded or otherwise agreed.
Any party may change his, her, or its address by giving notice in writing, stating
his, her, or its new address, to any other party, all pursuant to the procedure set forth in
this section of the Agreement.
Agreement for Professional Services AG-C-270
January 30,2006
Page 9 of 10
12.11. This Agreement may be executed in multiple counterparts, each of which
shall be one and the same Agreement and shall become effective when one or more
counterparts have been signed by each of the parties and delivered to the other party.
CITY~~
Peter B Lewis, Mayor
Date FEe J 1 2006
ATTEST:
1Je/UJdlz1J<JA
Da . lie E. Daskam, City Clerk
APPROVED AS TO FORM:
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Pentec Environmental
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Federal Tax 10 #
Agreement for Professional Services AG-C-270
January 30, 2006
Page 10 of 10
EXHIBIT A
SCOPE OF SERVICES
During the term of this AGREEMENT, Pentec Environmental, A Division of Hart
Crowser, Inc. (CONSULTANT) shall perform professional services for the City of
Auburn (CITY) in connection with the following project:
Project C302B
West Valley Highway Pedestrian Facilities
Peasely Canyon Road to 15th Street SW
Project Description
This project includes the construction of pedestrian facilities along West Valley Highway
from Peasley Canyon Road south to the City limit. These facilities will include a 12-foot
wide pedestrian trail from Peasley Canyon Road south to 15th Street SW and the
completion of pedestrian facilities south of 15th Street SW to the City limit.
Scope of Services
The scope of services for this agreement focuses on providing additional permitting
assistance related to the Wetland Delineation Report for the Geodecke South property
produced by the CONSULTANT under a previous contract with the CITY.
The additional permitting assistance for the proposed project, may include providing
addendums and/or revisions as required by comments to the Joint Aquatic Resources
Permit Application (JARPA) and, if necessary, a Nationwide Permit 14 from the U.S.
Army Corps of Engineers (Corps), and Section 401 Water Quality Certification from
Washington State Department of Ecology (Ecology).
Deliverables
Provide amendments and/or revision to the Wetland Report as required by the Corps or
Ecology.
Meetings
No meetings are anticipated for this task.
Assumptions
The Wetland Report previously created provides sufficient design, analysis, and detail
that major revisions will not be required by the Corps and Ecology.
Schedule
The schedule shall support the City's overall project schedule. Because regulatory
agencies are reviewing the project, a definitive schedule cannot be developed at this
time.
Agreement for Professional Services AG-C-270
Exhibit B
Page 1 of 1
EXHIBIT B
FEE SCHEDULE
Pentec Environmental, Inc.
CHARGES: Charges for employees are determined by the hourly rates listed below and
include all costs for direct salary, overhead and profit. Charges for reimbursable expenses are
specified below.
Personnel Labor Rates
labor Category Hourly Rate labor Category Hourly
Rate
Senior Principal $180.00 Principal $165.00
Senior Associate $150.00 Associate $135.00
Senior Project $120.00 Project $100.00
Senior Staff $85.00 Staff $70.00
Technician $60.00 Senior Drafter (CAD) $:r5.00
Drafter (CAD) $60.00 Word Processor $130.00
Expense Rates
Expense Category Billing Rate
Mileage $0.445/mile
Sub-Consultants Cost + 10%
Agreement for Professional Services AG-C-270
Exhibit C
Page 1 of2
EXHIBIT C
CONSULTANT INVOICES
Consultant invoices should contain the following information:
. On consultant letterhead.
· A cover letter stating the status of each task. This should include items complElted, percent
completed during the billing period and completion along with funding status.
· Internal invoice number and/or sequential numeric number (Le.: progress payment # 10).
. Invoice date.
. Period of time invoice covers.
. Consultant Agreement # (Le.: AG-C-115).
· Project number(s) listed (i.e.: PR562).
. City's project manager listed.
· The hour(s) per person broken down by task(s) (attach timesheets, spreadsheet detailing
timesheets, or some other form of proof) along with type of work done (Le.: design,
right-of-way, or construction) or task order number.
. Direct salary (base salaries)
. Indirect salary (benefits)
· Direct non-salary (Le.: mileage, reproduction fees (Le.: printing, copying), communication
fees (Le.: telephone), supplies, computer charges, subconsultants), indirect non-salary
(overhead). The City does not pay for consultant meals unless part of a task rElquires travel
outside of the greater Seattle, Tacoma, and Everett area. These costs are to be broken
down and backup information is to be attached to invoice. Project managers are to inform
consultants as to what is required for break down information and if backup information is to
be attached. Break out the same for subconsultant charges.
· Previous and remaining base contract amounts left in each task and total contract - total
authorized amount (bottom line figure). Add amendments to this base contract amount for
total authorized amount.
· Percentage of work completed to date compared to total amount of work (if required by the
project manager).
· Status of Management Reserve Fund (MRF) (Le.: a certain task) until we can get an
amendment in place.
. Invoices for previous year are due by January 15th.
· For grant/special funded projects there might be other special information needed,
reference the LAG manual.
Agreement for Professional Services AG-C-270
Exhibit C
SAMPLE INVOICE
City of Auburn Invoice #: 5222
25 West Main Progress Payment #: 2
Auburn WA 98001 Invoice Date: February 10,2002
Attn: Scott Nutter (Project Engineer) Project Name: Thomas Nelson Farm
Agency Agreement #: AG-C-010 Project #: PR562
Engineering Services performed during the period of: January 2002
SAMPLE ENGINEERING, INC.
Personnel
Mike Jones, Principal in Charge
Carla Maker, Architect
Joe Smith. Word Processinq
Consultant Personnel Sub Total:
Hours
1
5
10
Hourly Rate
$125.00
$ 72.00
$ 48.00
Exoenses (see attached documentation) Charqes
Mileage ($0.345/mile): 20 miles
Communications: $30.00
Printinq: $29.00
Consultant Expenses Sub Total:
Consultant Total:
SUB CONSULTANTS
Subconsultant (see attached documentation)
ABC ENVIRONMENTAL, INC., Civil Engineer
ELECTRICAL CONSULTING, Electrical Engineer
MECHANICAL SOLUTIONS, Mechanical Engineer
MOVING COMPANY. Movinq Consultant
Subconsultant Sub Total:
x 1.1 Multiplier:
Hours
10
5
10
2
Subconsultant Total:
Amount
$125.00
$144.00
$480.00
$749.00
Multiolier
x 1.1
x 1.1
x 1.1
Hourly Rate
$100.00
$100.00
$100.00
$100.00
Total
$ 7.59
$33.00
$31.90
$72.49
$821.49
Amount
$1,000.00
$ 500.00
$1,000.00 MRF*
$ 100.00
$2,600.00
$ 260.00
$2,860.00
TOTAL DUE THIS INVOICE
.-..-..-U---_U____U_____._U_U_h_.__.._u_______n_u_h____U____h____.._u_.._______u____.._n_u____n__._u_______.._..____..-..-----._u_..____u_.._.._____._.._u_.__.__u.
$3,681.49
-.. -. --.. -- - -..-.. -..- -- --. -.. -. -- -- --. -..- h -- -- _. _.. __ __ _. _.. _.._. _ _ __ _.. _.._ _____ _. ._u __ __ _._u _.. _ ___n _.. _.. _ _ __._ _.. _. __ __ __. _.._ __ __. _.._ h__ _ _.._ u_. _ _ _ __.. _.._. _ _ _ _ _.. _.._ ___
CONTRACT BREAKDOWN
Amount Prior
Authorized Invoiced
This
Invoice
Total Invoiced % % Amount
To Date Expended Completed Remaining
Task
Original
g2~lJr.~<::L$.??!QQQ~9g..~ 1 ,O??.: 00..m~?'-f?~1::4.~.mm..$?,?'.9.f?:4~..
MRF* $2,500.00 $0.00 $1,000.00 $1,000.00
TOTAL $24,500.00 $1,025.00 $3,681.49 $4,706.49
Note: MRF=Management Reserve Fund
20%
40%
25%mmmm ..11~,?~?:?J
45% $1,500.00
$19,793.51
* Received a written authorization of MRF on 1/10/01 for Mechanical Engineer task in the amount
of $2,000.00.
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Agreement for Professional Services AG-C-270
Exhibit C