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HomeMy WebLinkAboutThe Transpo Group Inc AG-C-264 Local Agency Standard Consultant Agreement Agreement Number AG-C-264 Federal Aid Number PENDING Agreement Type (Choose one) o Lump Sum Lump Sum Amount $ ~ Cost Plus Fixed Fee Overhead Progress Payment Rate 204.09 % Overhead Cost Method o Actual Cost o Actual Cost Not To Exceed % o Fixed Rate Fixed Fee $ 14.694.93 o Specific Rates Of Pay o Negotiated Hourly Rate o Provisional Hourly Rate o Cost Per Unit of Work % Index of Exhibits Exhibit "A" - Scope of Work Exhibit "B" - DBE Participation Exhibit "C" - Electronic Exchange of Engineering and Other Data Exhibit "D-2" - Payment (Cost Plus a Fixed Fee) Exhibit "E" - Consultant Fee Determination Exhibit "F" - Breakdown of Overhead Cost Exhibit "G" - Subcontract Work/Fee Determination Exhibit "H" - Title VI Assurances Exhibit "I" - Payment Upon Termination of Agreement Exhibit "J" - Alleged Consultant Design Error Procedures Exhibit "K" - Consultant Claim Procedures Exhibit "L" - Liability Insurance Increase Exhibit "M" - Certification Documents A3.fCo., ConsultanU AddresslT elephone The Transgo Group Inc. 11730 118 Ave NE, Suite 600 Kirkland, WA 98034-7120 A TTN: Tim Hedges Project Title And Work Description M 5t 5E (28th 5t 5E to 37th 5t 5E) - This project will consist of reconstructing the pavement, repairing and constructing new sidewalks, and upgrading the existing storm-drainage trunk line along this 2,200 foot section of M St SE. This project will also complete the connection of three dead-end water mains on 3ih St SE. The Transpo Group Inc. will provide Engineering Services for the geotechnical analysis, design engineering, and environmental permitting. DBE Participation o Yes ~ No % FederallD Number or Social Security Number Do you require a 1099 for IRS? Completion Date o Yes ~ No 06/30/2007 Total Amount Authorized $ 219.584.89 Management Reserve Fund $ 15.000.00 Maximum Amount Payable $ 234.584.89 DOT Form 140-089 EF (Revised 06/05) Page 1 of 8 THISAGREEMENT,madeandenteredintothis \5~ dayof ~\vu...~ ' _~~~ between the Local Agency of CITY OF AUBURN , Washington, hereinafter calle e "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 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 projected level of effort required for this PROJECT is detailed in Exhibit "A" 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, and/or individuals shall be coordinated through the AGENCY. The CONSULTANT shall attend coordination, progress and presentation meetings with the AGENCY and/or such Federal, State, Community, 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 required hours or days notice shall be agreed to between the AGENCY and the CONSULTANT and shown in Exhibit "A." The CONSULTANT shall prepare a monthly progress report, in a form approved by the AGENCY, which 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. The CONSULTANT, and each SUBCONSULTANT, shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The CONSULTANT, and each SUBCONSULTANT, shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of USDOT -assisted contracts. Failure by the CONSULTANT to carry out these requirements is a material breach of this AGREEMENT that may result in the termination of this AGREEMENT. Participation for Disadvantaged Business Enterprises (DBE), if required, per 49 CFR Part 26, or participation of Minority Business Enterprises (MBE), and Women Business Enterprises (WBE), shall be shown on the heading of this AGREEMENT. IfDlMlWBE firms are utilized, the amounts authorized to each firm and their certification number will be shown on Exhibit "B" attached hereto and by this reference made a part of this AGREEMENT. If the Prime CONSULTANT is a DBE firm they must comply with the Commercial Useful Function (CUF) regulation outlined in the AGENCY'S "DBE Program Participation Plan". The mandatory DBE participation goals of the AGREEMENT are those established by the WSDOT'S Highway and Local Programs Project Development Engineer in consultation with the AGENCY. All Reports, PS&E materials, and other data furnished to the CONSULTANT by the AGENCY shall be returned. All electronic files, prepared by the CONSULTANT, must meet the requirements as outlined in Exhibit "C." DOT Form 140-0a9 EF (Revised 06/05) Page 2 of 8 All designs, drawings, specifications, documents, and other work products, including all electronic files, prepared by the CONSULTANT prior to completion or termination of this AGREEMENT are instruments of service for this PROJECT, and are the 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 CONSULT ANT, but may be extended by the AGENCY in the event ofa delay attributable to the AGENCY, or because of unavoidable delays caused by an act ofOOD 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 Provisions The CONSULT ANT shall be paid by the AGENCY for completed work and services rendered under this AGREEMENT as provided in Exhibit "D" attached hereto, and by 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. The CONSULTANT shall conform to all applicable portions of 48 CFR Part 31. A post audit may be performed on this AGREEMENT. The need for a post audit will be determined by the State Auditor, WSDOT External Audit Office and/or at the request of the AGENCY'S PROJECT Manager. VI Sub-Contracting The AGENCY permits sub-contracts for those items of work as shown in Exhibit "G" attached hereto and by this reference made part of this AGREEMENT. Compensation for this sub-consultant work shall be based on the cost factors shown on Exhibit "G." The work of the sub-consultant 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 sub-consultant shall be substantiated in the same manner as outlined in Section V. All sub-contracts shall contain all applicable provisions of this AGREEMENT. With respect to sub-consultant payment, the CONSULTANT shall comply with all applicable sections of the Prompt Payment laws as set forth in RCW 39.04.250 and RCW 39.76.011. The CONSULT ANT shall not sub-contract for the performance of any work under this AGREEMENT without prior written permission of the AGENCY. No permission for sub-contracting shall create, between the AGENCY and sub-contractor, any contract or any other relationship. A DBE certified sub-consultant is required to perform a minimum amount of their sub- contracted agreement that is established by the WSDOT Highways and Local Programs Project Development Engineer in consultation with the AGENCY. VII Employment The CONSULTANT warrants that they have 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. DOT Form 140-0a9 EF (Revised 06/05) Page 3 of 8 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 may 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, or the STATE, or the AGENCY, except regularly retired employees, without written consent of the public employer of such person. VIII Nondiscrimination During the performance of this contract, the CONSULTANT, for itself, its assignees, and successors in interest agrees to comply with the following laws and regulations: Title VI of the Civil Rights Act of 1964 (42 USC Chapter 21 Subchapter V Section 2000d through 2000d-4a) Federal-aid Highway Act of 1973 (23 USC Chapter 3 Section 324) Rehabilitation Act of 1973 (29 USC Chapter 16 Subchapter V Section 794) Age Discrimination Act of 1975 (42 USC Chapter 76 Section 6101 et seq.) Civil Rights Restoration Act of 1987 (public Law 100-259) American with Disabilities Act of 1990 (42 USC Chapter 126 Section 12101 et. seq.) 49 CFR Part 21 23 CFR Part 200 RCW 49.60.180 In relation to Title VI of the Civil Rights Act of 1964, the CONSULTANT is bound by the provisions of Exhibit "H" attached hereto and by this reference made part of this AGREEMENT, and shall include the attached Exhibit "H" in every sub-contract, including procurement of materials and leases of equipment, unless exempt by the Regulations or directives issued pursuant thereto. IX Termination of Agreement The right is reserved by the AGENCY to terminate this AGREEMENT at any time upon ten (10) days written notice to the CONSULTANT. In the event 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 "I" for the type of AGREEMENT used. No payment shall be made for any work completed after ten (10) 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 when 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. DOT Form 140-0a9 EF (Revised 06/05) Page 4 of 8 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 above. If it is determined for any reason that the CONSULT ANT was not in default or that the CONSULTANT'S failure to perform is without the CONSULTANT'S or it's employee's default or negligence, the termination shall be deemed to be a termination for the convenience of the AGENCY. In such an event, the CONSULT ANT would be reimbursed for actual costs in accordance with the termination for other than default clauses listed previously. 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 of the CONSULTANT hereby agree to complete the work under the terms of this AGREEMENT, if requested to do so by the AGENCY. This 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 revisions 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. If the parties to this AGREEMENT mutually agree, disputes concerning alleged design errors will be conducted under the procedures found in Exhibit "J", and disputes concerning claims will be conducted under the procedures found in Exhibit "K". XII Venue, Applicable Law, and Personal Jurisdiction In the event that either party deems it necessary to institute legal action or proceedings 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 in which the AGENCY is located. 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. DOT Form 140-089 EF (Revised 06/05) Page 5 of 8 XIII Legal Relations The CONSULTANT shall comply with all Federal, State, and local laws and ordinances applicable to the work to be done under this AGREEMENT. This contract shall be interpreted and construed in accordance with the laws of the State of Washington. The CONSULTANT shall indemnify and hold the AGENCY and the STATE and its 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 or the STATE against and hold harmless the AGENCY or the STATE from claims, demands or suits based solely upon the conduct of the AGENCY or 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 or 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 or the STATE of defending such claims and suits 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 shall comply with all applicable sections of the applicable Ethics laws, including RCW 42.23, which is the Code of Ethics for regulating contract interest by municipal officers. The CONSULT ANT 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. 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 a new sole source, or 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 re'quired, the following insurance with companies or through sources approved by the State Insurance Commissioner pursuant to Title 48 RCW. Insurance Coverage A. Worker's compensation and employer's liability insurance as required by the STATE. B. Commercial general liability and property damage insurance in an aggregate amount not less than two million dollars ($2,000,000) for bodily injury, including death and property damage. The per occurrence amount shall not exceed one million dollars ($1,000,000). C. Vehicle liability insurance for any automobile used in an amount not less than a one million dollar ($1,000,000) combined single limit. Excepting the Worker's Compensation Insurance and any Professional Liability Insurance secured by the CONSULTANT, the AGENCY will be named on all policies as an additional insured. The CONSULTANT shall furnish the AGENCY with verification of insurance and endorsements required by the 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 fourteen (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 ($1,000,000) dollars, whichever is the greater, unless modified by Exhibit "L". In no case shall the CONSULTANT'S professional liability to third parties be limited in any way. DOT Form 140-089 EF (Revised 06/05) Page 6 of 8 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 it under other provisions ofthis 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 (I) 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 any "request for equitable adjustment", hereafter referred to as "CLAIM", under this clause within thirty (30) days from the date of receipt ofthe 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 conditions 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 If applicable, the CONSULTANT shall place their endorsement on all plans, estimates, or any other engineering data furnished by them. 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 "M-I(a and b)" are the Certifications of the CONSULTANT and the AGENCY, Exhibit "M-2" Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions, Exhibit "M-3" Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying and Exhibit "M-4" Certificate of Current Cost or Pricing Data. Exhibit "M-3" is required only in AGREEMENTS over $100,000 and Exhibit "M-4" is required only in AGREEMENTS over $500,000. XVIII Complete Agreement This document and referenced attachments contain 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 legal effect. The CONSULTANT does hereby ratify and adopt all statements, representations, warranties, covenants, and agreements contained in the proposal, and the supporting material submitted by the CONSULTANT, and does hereby accept the AGREEMENT and agrees to all of the terms and conditions thereof. DOT Form 140-089 EF (Revised 06/05) Page 7 of 8 In witness whereof, the parties hereto have executed this AGREEMENT as of the day and year shown in the "Execution Date" box on page one (I) of this AGREEMENT. By [Svt.{ u U (C(~ By ~- ---..-::~ Consultant 17-v T'rkw. i;1~' t"1"'v'J-.p . II 1 Agency Peter B. Lewis. City of Auburn Mavor ~ DOT Form 140-089 EF (Revised 06/05) Page 8 of 8 Exhibit A Scope of Services During the term of this AGREEMENT, The Transpo Group, Inc. (CONSULTANT) will perform professional services for the City of Auburn (CITY) in connection with the following project: Project C421A M STREET SE IMPROVEMENTS 29th Street SE to 37th Street SE This AGREEMENT has a contract duration that will extend longer than one calendar year. As such, the CITY will issue a Notice to Proceed with a Not to Exceed compensation for each calendar year, contingent upon availability of funds. The CONSULTANT will not undertake any work or otherwise financially obligate the CITY for any calendar year without a duly executed Notice to Proceed. 1. PROJECT DESCRIPTION The work consists of providing conceptual design; final design; geotechnical engineering; preparation of environmental documents; and preparation of construction plans, specifications, and estimate of probable construction cost for a total for approximately 2,200 linear feet of roadway improvements. The anticipated improvements generally include the following, to be constructed in a single phase: · Roadway/Channelization: Replace and widen roadway pavement section (curb-to-curb) approximately 24 to 36 feet. Approximately maintain existing roadway slope and grade to minimize "edge condition" impacts. The roadway length is approximately 2,200 feet (0.42 mile). · Curb/Sidewalk: Replace existing curb/sidewalk where required. Provide continuous curbing (each side). Provide continuous sidewalks (one or both sides). Incorporate traffic calming amenities, where desired. Compare cement sidewalk versus asphalt pathway alternatives. · Drainage: Provide new drainage collection and conveyance system for on-site storm drainage utilizing conveyance calculations provided by the CITY. Provide summary of drainage design to support environmental process. · Water: Construct new water main and appurtenances on 37th Street SE within roadway shoulder to the extent practicable. Extend or provide new fire hydrants on M Street, where applicable. Relocate or provide new water service connections, where applicable. · Sewer: CITY will evaluate need(s) for sewer repair. Provide plan/profile for I replacement, if necessary . · Overhead Utility: CITY will provide all coordination required. In general, no pole relocations or undergrounding are anticipated. Identify specific locations where "out of line" poles may require adjustment to CITY for coordination. 2. RELA TED STUDIES AND PLANS Related documentation includes: a. Storm drainage design calculations for M Street, and applicable pond sizing calculations, CITY of Auburn, 2005. b. Memorandum on CITY's Traffic Calming Issues, CITY of Auburn (11/16/05). AG-C- 264 Exhibit A Scope of Services Page 1 of 12 M St SE (29th St SE to 37th St SE) c. SEPA Checklist prepared for infiltration pond at southern project limits (electronic format), CITY of Auburn, 2005. 3. ASSUMPTIONS This scope of work is based on the following assumptions: a. Budget for the project scope is based on a project design schedule of 6 months and project construction schedule (including bid and award) of 5 months commencing notice-to-proceed. b. Man-hour estimates assume that one contract bid package will be prepared representing all work items associated with the project. c. Applicable CITY of Auburn and/or WSDOT Standard Plans may be included in the Contract Provisions. d. CONSULTANT reserves the opportunity to shift budget between work tasks. e. Analyses, design, plans, specifications, and estimates performed or prepared as part of this project will be in English units. f. APW A and CITY of Auburn Drafting Standards will be used. g. See "Items and Services to be Furnished by CITY" below. 4. ITEMS AND SERVICES TO BE FURNISHED BY CITY The CITY will provide the following items and services to the CONSULTANT which will facilitate the work to be undertaken for project. The CONSULTANT is entitled to rely upon the accuracy and completeness of the data furnished by the CITY: a. Any pertinent record drawings, plans, reports, and information on the current project and on public works and/or private projects within the immediate vicinity. b. Completed survey base maps in AutoCAD and hard-copy format. c. Completed three-dimensional triangular irregular network (TIN) in AutoCAD fonnat. d. Existing right-of-way and centerline location/bearings, and applicable survey control points. e. Base map legend, symbols, and abbreviations. f. Existing luminaire locations, arm lengths, and heights. g. Conceptual channelization layouts and/or typical sections considered to date. h. Traffic, truck, and bus counts as required for pavement design. I. Storm drainage design calculations for M Street, applicable pond sizing calculations, and storm drain pipe sizes and slopes (or required design flow rates). j. Plans and elevations for tie-in to CITY -designed infiltration pond. k. Memorandum on CITY's Traffic Calming Issues. 1. SEPA Checklist prepared for infiltration pond at southern project limits (electronic format). m. Contract Provisions (Specifications) "boilerplate". n. Timely reviews of all work at mutually agreed upon times and consolidation of all review comments onto one review set prior to return to the CONSULTANT. o. Field review of proposed improvements with the CONSULTANT. p. Rights-of-entry upon all lands necessary for the performance of the work, including field reviews, soil exploration and surveying, if necessary. AG-C- 264 Exhibit A Scope of Services Page 2 of 12 M St SE (29th St SE to 37th St SE) q. Payment of applicable review and/or permit fees. r. Utility locates/measure-downs for underground utilities, if necessary. s. Advertisement for bids. t. Public involvement coordination and meeting venues. u. Environmental permit applications, if required. v. Coordination with franchise utilities. w. Primary stakeholder coordination. x. CITY of Auburn electronic CAD standard details, if required. y. Construction management and construction observation. 5. DESIGN CRITERIA. Reports prepared as part of this scope of work, to the extent feasible, will be developed in accordance with the latest edition and amendments to the following documents, as of the date this Agreement is signed: WSDOT Publications a. Washington State Department of Transportation/American Public Works Association (WSDOT/APWA), Standard Specifications for Road, Bridge and Municipal Construction, 2006 edition and applicable Amendments b. WSDOT/ APW A Standard Plans for Roads, Bridge, and Municipal Construction c. Design Manual AASHTO Publications d. A Policy on Geometric Design of Highways and Streets CITY of Auburn Standards e. Design and Construction Standards f. Drafting Standards Other Standards and Publications g. FHW A and Washington State Department of Transportation, Manual on Uniform Traffic Control Devices (MUTCD) h. Washington State Regulations, Accessibility Design for All (ADA) i. American Water Works Association (A WW A) 6. WORK TASKS 6.1. Project Management and Coordination Project Management The CONSULTANT will provide continuous project management and administration of services under this agreement. The CONSULTANT will provide direction and review the work of the staff and sub-consultants during the course of the project. The CONSULTANT will manage the schedule, scope, budget, and quality over the tenn of the Agreement. Current design budget status, as well as projections, will be developed. Any difference in the design and construction budget from the original contract amount will be brought to the attention of the CITY's Project Manager. AG-C- 264 Exhibit A Scope of Services Page 3 of 12 M St SE (29th St SE to 37th St SE) The CONSULTANT's Project Manager will maintain periodic communication with the CITY's Project Manager and the CONSULTANT's Project Team via infonnal meetings, telephone discussions, electronic mail, and fax. The CONSULTANT's Project Manager will prepare and maintain action item and project change lists for significant items of work. Project Schedule & Updates Upon consultation with the CITY, the CONSULTANT will prepare and maintain a project schedule using MS Project 2000 to track progress of the deliverables. The project schedule will be based on the work plan and will show major and support activities. The CONSULTANT will update the project schedule monthly to clearly indicate progress and changes. Monthly Progress Reports & Invoices Monthly progress reports will be submitted with invoices. The progress reports will summarize start, finish and percent complete for deliverable tasks during the billing period, percent complete of overall project elements, and anticipated deliverable tasks for the next month. The CONSULT ANT will also summarize in the monthly progress reports problems encountered and actions taken for their resolution, potential future delays, and issues/activities requiring CITY direction. Any elements that may impact project completion time and cost will be highlighted. The CONSULTANT will prepare a list of potential commitments and design decisions for the design file that may be necessary for the design and/or construction of this project. Monthly invoices for work completed to date will be submitted to the CITY. The invoices will summarize budget, expenditures and percent expended for deliverable tasks during the billing period, and percent expended of overall project elements. Invoices will be submitted with the monthly progress report and follow the guidelines presented in Exhibit C. Project Coordination Meetings Project coordination meetings will be conducted on an as-needed basis. The CONSULTANT's Project Manager and other team members as appropriate will be available to attend project coordination meetings. Project progress, project risks, potential changes, schedule impacts, cost issues, and regulatory issues may be discussed. The CONSULTANT will provide the CITY with an agenda for each progress meeting. Anticipated meetings include the following: 1) Facilitate and attend Project Kickoff meeting at City of Auburn: (1 meeting) Assume meeting will be attended by Project Manager, Project Engineer, two Design Engineers, and two sub-consultant representatives. 2) Attend formal plan/document reviews at City of Auburn: (3 meetings) Assume meetings will be attended by Project Manager and Project Engineer. 3) Facilitate, attend, and document coordination meetings with H&LP at Auburn: (2 meetings) Assume meetings will be attended by Project Manager and Sub-consultant. 4) Facilitate, attend, and document interactive field review meeting with Auburn staff to assess condition of existing sidewalks, curbs, and other elements affecting design: (1 meeting) Assume meeting will be attended by Project Manager, Project Engineer, and Design Engineer. S) Facilitate, attend, and document project coordination meetings at City of Auburn: (3 meetings) Assume meetings will be attended by Project Manager and/or Project Engineer. AG-C- 264 Exhibit A Scope of Services Page 4 of 12 M St SE (29th St SE to 37th St SE) Coordination with Project Stakeholders The CONSULTANT will provide support to City staff for coordination with "Project Stakeholders" (Metro; Schools; Post Office; Power) by preparing up to two transmittals of progress drawings/data for each stakeholder listed herein. The CONSULTANT will be responsible for preparing a summary of key issues and action items for all meetings and will supply the CITY with a copy of the summary. Deliverables: Monthly Progress Reports Action Items List maintained weekly Project Schedule - baseline schedule and monthly updates Progress Meetings - 10 meetings Provide drawings/data to stakeholders - 2 transmittals each 6.2. Quality Assurance Review The CONSULTANT will implement quality assurance procedures to ensure that all project deliverables are subjected to in-house peer reviews prior to submittal to the CITY. These reviews will be conducted under the direction of the CONSULTANT's Project Quality Assurance Manager and Project Manager, and will focus on checking the major design elements with respect to adequacy of response to the specific design challenges, conformance to accepted design practices, and compliance with the CITY's standards. A quality assurance check will be used to confirm that the design work and drawing presentation follows the CITY standards and that the work is of professional quality meeting the customary standard of care for the type of work in this locale. The CONSULTANT will include with each submittal a response to the CITY's comments generated from the previous submittal, with an indication either directly on the redlined set or in memo form of the actions taken on each comment. The CONSULTANT will verify all CITY comments on previous submittals have been addressed (or provide written response as to why the changes have not been made). The CONSULTANT will return with each submittal any agency red lined comments from the previous submittal. Deliverables: Quality Assurance Reviews Response to comments 6.3. Public Involvement Attend 2 public open house meetings at City of Auburn. Assume meetings will be attended by Project Manager and Project Engineer. Provide graphics support ("boards") for each public open house meeting. Deliverables: Graphic "boards" and meeting attendance - 2 meetings 6.4. Data Collection & Review AG-C- 264 Exhibit A Scope of Services Page 5 of 12 M St SE (29th St SE to 37th St SE) The CITY will provide the CONSULTANT with all referenced (listed in Work Elements 2 and 4 above, and below) pertaining to this project. The CONSULTANT will review the following: a. Review City-provided survey base maps in field. Communicate additional survey/base mapping needs, if any. b. Review City-provided triangular irregular network (TIN) model. Communicate additional needs, if any. c. Review City-provided storm drainage calculations and plan drawings. Communicate additional needs, if any. d. Review City-provided traffic traffic-count, truck, and bus data. Coordinate with City staff to determine appropriate ESAL factors for design of pavement sections and subgrade. Assume traffic counts, if needed, will be provided by the City. Key CONSULTANT project personnel will visit the project site and familiarize themselves with the site conditions and data collected for the project. The CONSULTANT will obtain photographs for design reference. The base maps will be field checked by the CONSULTANT and CITY to ensure complete and accurate representation of existing conditions. The CONSULT ANT will also field check the design to assure the design fits the conditions in the field. After review of the above data, the CONSULTANT will notify CITY of any additional information or clarification required. Deliverables: Request/notification for additional information and/or clarifications. 6.5. Geotechnical Engineering a. Field Preparation. Visit the site to locate exploration locations. Prepare a traffic control plan, obtain CITY Construction Permit, and schedule drilling subcontractors. b. Field Exploration. Drill up to 8 hollow-stem auger borings approximately 10 feet deep within the roadway. Concrete core through concrete panels, if necessary. Use signs, cones, or flaggers to route traffic around the work area. c. Geologic Interpretation. Perform laboratory analysis on field-collected data. Research available geologic maps and nearby exploration logs; review the laboratory results; prepare boring logs; and prepare a site and exploration plan. d. Engineering Analysis. Using project traffic volumes provided by the City, develop pavement sections based on AASHTO pavement design methods. e. Report Preparation. Prepare Geotechnical Engineering Report summarizing findings, and provide recommendations for subgrade preparation, utility excavation and backfill, asphalt pavement sections, and structural fill. Finalize the report in response to comments provided by the project team. Deliverables: Site Visit and Traffic Control Plan Borings - up to 8 locations Laboratory Analyses Design Pavement Section Draft Geotechnical Report (3 copies) AG-C- 264 Exhibit A Scope of Services Page 6 of 12 M St SE (29th St SE to 37th St SE) Final Geotechnical Report (I bound copy, 1 unbound copy) 6.6. Environmental Documentation a. Biological Review. Review current species listings. Field review project site. Prepare recommendation for biological actions considering "applicable" species. Assume findings of "No Effect". b. Complete draft Environmental Classification Summary (ECS) and preliminary listing of applicable permits, if any. Review with CITY staff and incorporate comments, as mutually agreed. c. Meet with WSDOT Highways and Local Programs (H&LP) to discuss/recommend ECS findings, biological actions, and probable permits, if any. d. Prepare No Effects letters for up to 4 listed species. Review with CITY staff and incorporate comments, as mutually agreed. e. Prepare Final ECS, incorporating comments from H&LP and CITY. Transmit ECS to City of Auburn. Assume City of Auburn will transmit ECS to WSDOT. f. Coordinate with H&LP to facilitate sign-off for ECS. Inform CITY of correspondence. Assume additional studies will be required, and NEPA Categorical Exclusion (CE) will be issued by H&LP. Deliverables: Draft ECS (3 copies) Final ECS (I bound copy, I unbound copy) Draft No Effects Letters (3 copies) Final No Effects Letters (I bound copy, 1 unbound copy) - up to 4 total Coordination/correspondence with H&LP 6.7. Utility Coordination The CITY will prepare and send a notice containing the scope and schedule of the project, and include project plans, to all public and private utility agencies with underground or overhead facilities that may be affected by the project. The CITY will provide coordination of proposed improvements with the various public and private utilities to resolve conflicts and facilitate permitting. Utility coordination meetings will be the responsibility of the CITY. All aspects of coordination of the work required under this AGREEMENT with outside agencies, groups, or individuals will receive advance approval by the CITY. 6.8. Preliminary Design (15%). Level of detail sufficient to support selection of preferred roadway concept, and to facilitate environmental documentation process. The CITY will select a preferred roadway concept. a. Prepare brief Design Criteria Memorandum (4 to 6 pages) documenting project design standards and criteria which will be utilized for the project design. Incorporate response to comments form CITY staff. b. Brainstorm horizontal design concepts with project team. Prepare up to 2 conceptual horizontal roadway layouts (40-scale roll maps) incorporating existing base mapping and proposed channelization, curb, sidewalk locations, traffic calming, intersection layout, AG-C- 264 Exhibit A Scope of Services Page 7 of 12 M St SE (29th St SE to 37th St SE) and dimensions. Prepare estimate of preliminary construction costs to identify significant cost differences which may exist between alternatives. Review with CITY staff to identifY refinements. Assume CITY will provide preliminary conceptual cross sections/drawings, if any, to be considered during this stage. c. Review Memorandum on CITY's Traffic Calming Issues. Coordinate with CITY and layout up to 3 initial horizontal concepts for traffic calming that may be incorporated at one or more intersections. Review with CITY and identifY refinements. Assume traffic calming concepts will be incorporated within conceptual horizontal roadway layouts. d. Prepare one (1) final conceptual horizontal roadway layout (40-scale roll map) incorporating existing base mapping and proposed channelization, curb, sidewalk locations, traffic calming, intersection layout, and dimensions. Review with CITY to identify any additional refinements. Assume CITY will adopt this iteration as a "preferred concept", incorporating identified refinements. e. Perform preliminary lighting-level calculations to evaluate existing lighting levels. Advise CITY on necessary improvement locations to accomplish acceptable lighting levels (recommend where PSE should add more luminaires to existing or new poles). Assume existing luminaire locations, arm lengths, and heights will be provided by the CITY. f. Prepare 15% dimensioned conceptual horizontal roadway plans, preliminary profiles, typical sections, proposed channelization, curb, sidewalk locations, traffic calming, and intersection layouts based on the preferred concept selected by the CITY. Layout preliminary locations for catch basins, laterals, and storm drainage trunk line. Prepare conceptual profile for storm drain trunk line, and connection to City's infiltration pond. Assume plan scale of 1" = 40' H; and I" = 1 0" V (II" x 17" sheet size). The following plan sheets are anticipated: Title Sheet (1); Legend Sheet (1); Typical Sections (1); Roadway/Drainage Plan and Profiles (6). g. Prepare preliminary design quantities and estimate of probable construction costs. Deliverables: Draft and Final Design Criteria Memorandum (2 copies each) Conceptual Horizontal Roadway Layouts (I copy each) Traffic Calming Concepts (incorporated above) Final Conceptual Horizontal Roadway Layout - Preferred Concept (l copy) Preliminary lighting-level calculations and recommendations (1 copy) 15% Conceptual Plans (5 copies) 15% Estimate of Probable Construction Cost (2 copies) 6.9. Intermediate Design (50%). Refine 15% design plans, incorporating CITY comments. Complete preliminary vertical roadway design. Complete preliminary storm drainage design. Define pavement design options. Incorporate response to comments from 15% CITY review. a. Refine vertical roadway design to maximize close tie-in with existing "edge conditions". Generate DTM and prepare InRoads design cross sections (50-foot intervals) showing existing and proposed roadway surfaces. (6 sheets) Assume scale of 1" = 20' H; and I" = 5" V. AG-C- 264 Exhibit A Scope of Services Page 8 of 12 M St SE (29th St SE to 37th St SE) b. Refine horizontal and vertical layout/elevations for storm drainage collection and conveyance system. Review pipe sizing calculations prepared by CITY for consistency with proposed design. Assume sealed/signed storm drainage calculations will be provided by the CITY, if required. c. Prepare Title Sheet and Legend Sheet. (2 sheets) d. Prepare 50% Typical Sections and Details including: asphalt pavement/subgrade design options; typical roadway sections; and "edge design" options. (I sheet) e. Prepare 50% Roadway and Drainage PlanIProfiles including: construction centerline, stationing, and bearings; centerline profile, elevations, and slopes; areas of new and replaced curb, gutter, and sidewalk; intersection horizontal geometry; traffic calming horizontal geometry; bus stop/pad horizontal geometry (if applicable); cut/fill line locations; driveway locations; curb ramp locations; mail box locations; storm drain catch basins, manholes, laterals, and catch basins (GE's, IE's, slopes); vertical locations (where applicable) of existing sewer, storm, water, gas, and telephone "crossings"; and preliminary construction notes. (6 sheets) Assume plan scale of I" = 20' H; and I" = 5" V. f. Prepare 50% Channelization and Signing Plans including: lane, bicycle, and parking channelization; stop bars; crosswalks; graphic type and location of proposed signs; bus stop/pad locations; and curb ramp locations. (4 sheets) Assume plan-over-plan layout at plan scale of I" = 20' H. g. Prepare 50% Water Main plan and profile, valves, hydrants, services, fitting call-outs, and notes. Define trench restoration concepts. (3 sheets) Assume plan scale of I" = 20' H; and I" = 5" V. h. Review and document (by letter or e-mail) probable construction staging/traffic control scenarios. Discuss with the CITY and document comments. I. Prepare listing and/or copies of proposed Auburn and WSDOT standard details. J. Prepare 50% list of bid items, quantities, and estimate of probable construction costs based on 2006 WSDOT/APWA Standard Specifications and Auburn Special Provisions. Identify Special Provision bid items, if any. Assume miscellaneous and contingency cost items will be included at this stage. Deliverables: 50% Alignment Cross Sections (2 full-size) 50% Design Plans (3 full-size and 5 half-size) 50% Bid Items and Estimate of Probable Construction Cost (5 copies) 6.10. Final Design PS&E (95%). Prepare construction-ready plans, details, bid items, quantities, special provisions, and estimate for detailed review by CITY staff. Incorporate response to comments from 50% CITY review. Prepare design documents with such provisions and in such detail as to permit convenient layout in the field for construction and other purposes. The design documents will be prepared to the level of competency presently maintained by practicing professionals in the field of transportation engineering in the Puget Sound Region. Design documents will include the following: a. Prepare Title Sheet, Index, General Notes, Legend, Symbols, and Abbreviations. (3 sheets) AG-C- 264 Exhibit A Scope of Services Page 9 of 12 M St SE (29th St SE to 37th St SE) b. Refine Typical Roadway Sections and Paving Details. Incorporate construction staging considerations into typical sections, if applicable. (1 sheet) c. Refine Roadway and Storm Drainage Plan and Profiles including all proposed elevations and construction notes. (6 sheets) d. Prepare Intersection and Traffic Calming Detail Sheets, including curb return elevations. (8 sheets) e. Prepare Miscellaneous Roadway, Storm Drainage, and Edge Mitigation Details. (2 sheets) f. Refine Water Main Plan/Profiles, Notes, Fitting Call-outs, and Restoration Details. (3 sheets) g. Refine Channelization and Signing Plans, Notes, and Channelization Details. (4 sheets) h. Prepare Sign Specifications (table) and Standard Installation Details. (1 sheet) J. Prepare Proposal Bid Items in CITY standard format. j. Prepare Special Provisions in CITY standard format (Div. 0 through 9). k. Prepare Project Provisions (Construction Manual) in CITY standard fonnat. l. Calculate Final Bid Quantities for Proposal Bid Items. m. Prepare Estimate of Probable Construction Costs for Proposal Bid Items. n. Perform Senior in-house 95% Quality Assurance and Constructability Review, and incorporate response to comments. Perform "plans-in-hand" field review. Document findings of review in "red-line" and/or written format. Deliverahles: 95% Design Plans (5 full-size and 5 half-size) 95% Contract Provisions and Special Provisions (5 copies) 95% Proposal Items and Estimate of Probable Construction Cost (5 copies) 6.11. Final Design PS&E (99%). a. Prepare Final Documents incorporating responses to 95% PS&E comments from CITY staff. Assume the number, format, and tent of plan sheets will generally remain unchanged. b. Perform Senior in-house 99% Quality Assurance Review. c. Transmit 99% Design Plans, Project Provisions, Special Provisions, and Estimate of Probable Construction Cost to CITY for final review. Assume CITY's review at this stage is for the purpose of verifying that comments transmitted at 95% completion stage were incorporated into the 99% documents, as mutually agreed. "Additional" design comments will not be generated at this stage. Deliverahles: 99% Design Plans (1 full-size and 2 half-size) 99% Contract Provisions and Special Provisions (2 copies) 99% Proposal Items and Estimate of Probable Construction Cost (2 copies) 6.12. Final Bid Documents (100%). a. Prepare Final (Bid-ready) Construction Documents incorporating responses to 99% PS&E comments from CITY staff. AG-C- 264 Exhibit A Scope of Services Page 10 of 12 M St SE (29th St SE to 37th St SE) Assume no "additional" comments will be generated at this stage. Comments are designed only to verify that response to 99% final comments were incorporated as mutually agreed. b. Transmit Final (sealed/stamped and signed) Design Plans, Project Provisions, Special Provisions, and Estimate of Probable Construction Cost to CITY for reproduction and bid advertisement. Assume there is no additional CITY review following this stage. c. The CITY will provide reproduction ofConstructionlBid Documents, and will transmit 2 full-size and 4 half-size copies of plans to the CONSULTANT. Deliverables: Final Plans (I full-size original mylar) Final Contract Provisions and Special Provisions (I camera-ready original) Engineer's Estimate of Probable Construction Cost (I copy) It is mutually agreed that any cost estimate provided by CONSULTANT will be on a basis of experience and judgment, but since the CONSULTANT has no control over market conditions or bidding procedures, the CONSULTANT cannot warrant that bids or ultimate construction cost will not vary from these cost estimates. 6.13. Construction Schedule Prepare CPM construction schedule in "MS Projects" format. Review once with CITY and incorporate comments as mutually agreed. Deliverables: CPM Construction Schedule (1 hard-copy and I electronic-copy) 6.14. Assistance During Bidding a. The CITY will advertise for bids and distribute bid sets to prospective bidders. b. The CONSULT ANT will assist the CITY during the bid period to answer any questions that arise concerning the PS&E documents, and to assist the CITY in preparing any addenda required. c. The CONSULTANT will prepare up to two (4 to 6 page) addenda if modifications to the contract documents are deemed warranted by CITY during the bidding process. Assume one 3-week bidding period. Deliverables: Response to Bidder's Questions Addenda (up to 2) 6.15. Construction Period Services. a. Attend Preconstruction Conference at CITY of Auburn. Review meeting notes provide by CITY, and transmit comments, if any. Assume meeting will be attended by Project Manager or Project Engineer. b. Attend up to 4 on-site project reviews to review the progress of the construction work. Discuss with CITY staff and/or transmit notes documenting significant aspects of the project work, and any inconsistencies relative to the design documents. Assume reviews will be performed by Project Manager or Project Engineer. AG-C- 264 Exhibit A Scope of Services Page 11 of 12 M St SE (29th St SE to 37th St SE) c. Attend up to 4 Project Meetings and/or Special Inspections, at the request of the CITY. Prepare and transmit notes and/or recommendations to CITY staff in response to meetings/inspections. Assume meetings will be attended by Project Manager or Project Engineer. d. Respond to requests for information (RFI's) from the CITY during the course of construction. Transmit responses to the CITY in written and/or plan format. Assume up to 30 staff hours are budgeted to perform this task. e. Review and provide written comment on Shop Drawing submittals forwarded from the CITY during the course of construction. Transmit responses to the CITY in written and/or plan format. Assume up to 30 staff hours are budgeted to perform this task. f. Prepare and provide revised (stamped and signed) design and plan sheets in response to changes requested by the CITY during the course of construction. (Examples of such change may include adjustment of storm drainage around underground utilities, where their locations during design were unknown; alternative designs requested by the Contractor and agreed by the CITY; and other similar items.) Assume up to 60 staff hours are budgeted to perform this task. g. Prepare Record ("as-built") Drawings, and transmit (stamped and signed) mylar originals and digital files to the CITY. Assume the CITY will provide inspector's reports and records, as required, and redlined markups of construction drawings. The CITY will provide the original mylar drawings for CONSULTANT'S use in preparing record drawings. The CONSULTANT will prepare both handwritten and electronic copies. Up to 48 staff hours are budgeted to perform this task. Deliverables: Attendance at Preconstruction Conference Attendance at On-site Construction Meetings - up to 4 On-Site Special Inspections - up to 4 (one copy of field notes) Respond to RFI's - up to 30 hours (format as requested) Review Shop Drawings - up to 30 hours (format as requested) Provide Revised Plan Sheets - up to 60 hours (format as requested) Prepare Record Drawings - up to 48 hours (1 full-size original mylar) 6.16. Project Closeout a. Electronic Data Transfer. At the completion of construction, the CONSULTANT will provide the CITY with electronic files of design files, base maps, plans and similar contract documents. All drawings will be provided in AutoCAD format. b. Archiving. At the completion of construction, the CONSULTANT will archive all project files. Archives will be made available at the request of the CITY or funding agency for review for a period of six years following completion of construction. AG-C- 264 Exhibit A Scope of Services Page 12 of 12 M St SE (29th St SE to 37th St SE) Exhibit B DBE Participation This Agreement does not have a DBE Participation requirement. AG-C-255 Exhibit B DBE Participation Page 1 of 1 M St SE (29th SI SE to 3ih St SE) Exhibit C Electronic Exchange of Engineering and Other Data The electronic format and standards to be provided for this project are identified within Exhibit A, Scope of Services. As a summary, these standards may include, but are not limited to, the following: 1. Text Documents - Microsoft Word, Version 2000 or later 2. Spreadsheet Documents - Microsoft Excel, Version 2000 or later 3. Project Schedules - Microsoft Project, Version 2002 or later 4. Construction Drawings - AutoCAD Version 2005 DOT Form 140-089 EF Exhibit C (Revised 06/05) Page 1 of 1 M St SE (29th St SE to 3ih St SE) Exhibit 0-2 Payment (Cost Plus a Fixed Fee) 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 perfonned or services rendered and for all labor, materials, supplies, equipment, and incidentals necessary to complete the work specified in Section II, "Scope of Work." The CONSULTANT shall confonn to all applicable portions of 48 CFR Part 31. A. Actual Costs: Payment for all consulting services for this PROJECT shall be on the basis of the CONSULTANT'S actual cost plus a fixed fee. The actual cost shall include direct salary cost, overhead, direct non-salary costs, and fixed fee. 1. Direct Salary Costs: The Direct Salary Cost is the direct salary paid to principals, professional, technical, and clerical personnel for the time they are productively engaged in work necessary to fulfill the tenns of this AGREEMENT. The CONSULTANT shall maintain support data to verify the direct salary costs billed to the AGENCY. 2. Overhead Costs: Overhead Costs are those costs other than direct costs, which are included as such on the books of the CONSULTANT in the nonnal everyday keeping of its books. Progress payments shall be made at the rate shown in the heading of this AGREEMENT under "Overhead Progress Payment Rate." Total overhead payment shall be based on the method shown in the heading of the AGREEMENT. The two options are explained as follows: a. Fixed Rate: If this method is indicated in the heading of the AGREEMENT the AGENCY agrees to reimburse the CONSULTANT for overhead at the percentage rate shown. This rate shall not change during the life of the AGREEMENT. b. Actual Cost: If this method is indicated in the heading ofthe AGREEMENT the AGENCY agrees to reimburse the CONSULTANT the actual overhead costs verified by audit, up to the Maximum Total Amount Payable, authorized under this AGREEMENT, when accumulated with all other Actual Costs. A summary of the CONSULTANTS cost estimate and the overhead computation is shown in Exhibit "E" attached hereto and by this reference made part of this AGREEMENT. When an Actual Cost method is used, the CONSULTANT (prime and all sub-consultants) will submit to the AGENCY within six (6) months after the end of each finn's fiscal year, an overhead schedule in the fonnat required by the AGENCY (cost category, dollar expenditures, etc.) for the purpose of adjusting the overhead rate for billing purposes. It shall be used for the computation of progress payments during the following year and for retroactively adjusting the previous year's overhead cost to reflect the actual rate. Failure to supply this infonnation by either the prime CONSULTANT or any of their sub- consultants shall cause the AGENCY to withhold payment of the billed overhead costs until such time as the required infonnation is received and an overhead rate for billing purposes is approved. DOT Form 140-089 EF Exhibit 0-2 (Revised 06/05) Page 1 of 3 M St SE (29th St SE to 3ih St SE) The AGENCY, STATE and/or the Federal Government may perform an audit of the CONSULTANT'S books and records at any time during regular business hours to determine the actual overhead rate, ifthey so desire. 3. Direct Non-Salary Costs: Direct Non-Salary Costs will be reimbursed at the Actual Cost to the CONSULT ANT. These charges may include, but are not limited to, the following items: travel, printing, long distance telephone, supplies, computer charges and fees of sub- consultants. Air or train travel will be reimbursed only to economy class levels unless otherwise approved by the AGENCY. The CONSULTANT shall comply with the rules and regulations regarding travel costs (excluding air, train, and rental car costs) in accordance with the AGENCY'S Travel Rules and Procedures. However, air, train, and rental car costs shall be reimbursed in accordance with 48 Code of Federal Regulations (CFR) Part 31.205-46 "Travel Costs." The billing for Direct Non-Salary Costs shall include an itemized listing of the charges directly identifiable with the PROJECT. The CONSULT ANT shall maintain the original supporting documents in their office. 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. 4. Fixed Fee: The Fixed Fee, which represents the CONSULTANT'S profit, is shown in the heading ofthis AGREEMENT under Fixed Fee. This amount does not include any additional Fixed Fee, which could be authorized from the Management Reserve Fund. This fee is based on the Scope of Work defined in this AGREEMENT and the estimated person-hours required to perform the stated Scope of Work. In the event the CONSULTANT enters into a supplemental AGREEMENT for additional work, the supplemental AGREEMENT may include provisions for the added costs and an appropriate additional fee. The Fixed Fee will be prorated and paid monthly in proportion to the percentage of work completed by the CONSULTANT and reported in the Monthly Progress Reports accompanying the billings. Any portion of the Fixed Fee earned but not previously paid in the progress payments will be covered in the final payment, subject to the provisions of Section IX entitled "Termination of Agreement." 5. Management Reserve Fund: The AGENCY may desire to establish a Management Reserve Fund to provide the Agreement Administrator with the flexibility to authorize 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$100,000 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 not be replenished. Any changes requiring additional costs in excess of the Management Reserve Fund shall be made in accordance with Section XIV, "Extra Work." 6. Maximum Total Amount Payable: The Maximum Total Amount Payable by the AGENCY to the CONSULTANT under this AGREEMENT shall not exceed the amount shown in the heading of this AGREEMENT. The Maximum Total Amount Payable is comprised of the Total Amount Authorized, and the Management Reserve Fund. The Maximum Total Amount Payable does not include payment for Extra Work as stipulated in Section XIV, "Extra Work." No minimum amount payable is guaranteed under this AGREEMENT. B. Monthly Progress Payments: The CONSULTANT may submit billings to the AGENCY for reimbursement of Actual Costs plus the calculated overhead and fee on a monthly basis during the progress of the work. Such billings shall be in a fonnat approved by the AGENCY and DOT Form 140-089 EF Exhibit 0-2 (Revised 06/05) Page 2 of 3 M St SE (29th St SE to 3ih St SE) accompanied by the monthly progress reports required under Section III, "General Requirements" of this AGREEMENT. The billings will be supported by an itemized listing for each item including Direct Salary, Direct Non-Salary, and allowable Overhead Costs to which will be added the prorated Fixed Fee. To provide a means of verifying the billed salary costs for CONSULTANT 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. C. 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 the completion of the work under this AGREEMENT, contingent upon receipt of all PS&E, plans, maps, notes, reports, electronic data 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 thirty (30) days of notice of the overpayment. Such refund shall not constitute a waiver by the CONSULTANT for any claims relating to the validity of a finding by the AGENCY of overpayment. The CONSULTANT has twenty (20) days after receipt of the final POST AUDIT to begin the appeal process to the AGENCY for audit findings. D. Inspection of Cost Records: The CONSULTANT and their sub-consultants shall keep available for inspection by representatives of the AGENCY, STATE and the United States, for a period of three (3) years after receipt of 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 arising out of, in connection with, or related to this contract is initiated before the expiration of the three (3) year period, the cost records and accounts shall be retained until such litigation, claim, or audit involving the records is completed. DOT Form 140-089 EF Exhibit 0-2 (Revised 06/05) Page 3 of 3 M St SE (29th St SE to 3ih St SE) Exhibit E Consultant Fee Determination Project: "M St SE (29th St SE to 37th St SE)" Client: City of Auburn DIRECT SALARY COST (DSC): Classification Hours X Rate Cost The Transpo Group Inc. 1 Quality Assurance 41 50.48 $2,069.68 2. Project Manager 325 46.15 $14,998.75 3. Project Engineer 487 36.06 $17,561.22 4. Design EIT (1) 362 22.50 $8,145.00 5. Design EIT (2) 258 22.50 $5,805.00 6. Senior Engineer 55 42.40 $2,332.00 7. CAD I Graphics 118 25.00 $2,950.00 8. Project Admin 24 23.50 $564.00 SUBTOTAL-DSC 1670 $54,425.65 \ OVERHEAD (OH) COST (Including Salary Additives) OH Rate X DSC or 204.09% X $54,425.65 $111,077.31 FIXED FEE (FF) (As a Percent of Direct Labor): FF Rate = 27% X ($54,425.65) $14,694.93 REIMBURSABLES: Travel Expenses (Mileage) $700.00 Reproduction $900.00 Graphic Supplies $200.00 Federal Express I Courier $200.00 $2,000.00 SUBTOTAL $182,197.89 SUBCONSUL TANTS: AMEC Earth and Environmental, Inc. - Geotechnical Analysis $15,840.00 AMEC Earth and Environmental, Inc. - Environmental Permitting $21,547.00 SUBCONSUL TANTS TOTAL $37,387.00 GRAND TOTAL - ESTIMATED FEE $219,584.89 AG-C-264 Exhibit E Consultant Fee Determination Page 1 of 1 M St SE (29th St SE to 37th St SE) Exhibit F Breakdown of Overhead Cost The following pages outline the Washington State Department of Transportation approved Overhead Cost Rate for The Transpo Group Inc. The supporting documentation includes the WSDOT letter stating the overhead cost rate and The Traspo Groups' Overhead Schedule for 2004. AG-C-255 Exhibit F Breakdown of Overhead Cost Page 1 of 4 M St SE (29th St SE to 3ih St SE) ~ "II Washington State Department of Transportation Douglas B. MacDonald Secretary of Transportation T.anspmt."tic:m Building 310 Maple Park Avenue S.E. PO. 80x 47300 Olympia WA 98504-7300 November 4, 2005 ~lC'C-'f:"~" t,'''''''W"'' n.!,;: h::b'~/~_-::J) 360-705-'7000 TTY 1-800-833-6388 wvvw.vlsdct.W8.gov NOV 0 ;'i 200~! "rHE TRMISPO GROUP Ms. Linda Klokow The Transpo Group, Inc. 11730 118lh Avenue NE, Suite 600 Kirkland, WA 98034-7120 Re: The Transpo Group, Inc. Overhead Schedule Fiscal Year Ended December 31,2004 (Corrected Letter) Dear Ms. Klokow: On October 18, 2005, Robby Robinson, of the WSDOT Audit Office, reviewed your proposed 2004 Overhead Schedule. We completed an analytical review of the schedule by comparing it to the accepted 2003 overhead schedule, and reviewed data that WSDOT had collected in our pennanent files. The reviewed data included, but was not limited to, the schedule of the indirect cost rate, a description of the company, basis of accounting and description of Transpo's accounting system, basis of indirect costs, in addition to a review of the firm's internal control structure. Based on our review, we are issuing this letter of concurrence establishing Transpo's overhead rate for the year ended December 31, 2004, at 212.24% of direct labor. Costs billed to actual agreements wiIi still be subject to audit of actual costs. If you or any representative of The Transpo Group, Inc. have any questions, please contact me at 360-705-7006. Sincerely, --nt (kJ:hL- J. ~~ Martha S. Roach Acting External Audit Manager MR:br cc: Steve McKerney AG-C-255 Exhibit F Breakdown of Overhead Cost Page 2 of 4 M St SE (29th St SE to 37th St SE) Transpo Group Overhead Schedule December 31, 2004 Amount Audit Adj. Ref. Amount % Direct Labor Base $1,543,656 $1,543,656 Fringe Benefits Payroll Taxes $256,164 $256,164 16.59% Group Insurance 137,090 137,090 8.88% Paid Leave - Vac Holiday Sick 326,379 326,379 21.14% Employee - Benefit Plans 231,433 231,433 14.99% Total Fringe Benefits $951,066 $951,066 G1.61% General Overhead Expenses Administrative Labor $872,562 $872,562 56.53% Signing/PE License Bonuses 13,500 13,500 0.87% Bonuses 691 ,990 (200,862) A 491,128 31.82% Depreciation Expense 130,717 11,095 M 141,812 9.J9% Professional Dues & Training 28,878 (229) H 28,649 1.86% Traffic Count Vendors 3,620 3,620 0.23% Meals & Entertaiml1ent 32,241 (14,190) B 18,05J 1.17% Employee Relations 29,161 (11,389) N 17,772 Ll5% Travel 51,041 (2,552) B 48,489 3.14% Professional Mgts & Conferences 10,654 (2,800) G 7,854 0.51% Insurance - Gel1 & Prof Liability 63,868 63,868 4.14% Insurance - Key Employee 4,115 (4,115) C 0 0.00% Interest Expense 2,538 (2,538) D 0 0_00% Legal! Accounting/Advisors 117,427 ( 18,824) E,K 98,603 6.39% Recruiting Costs 3,330 3,330 0.22% Outsource - HR/Computer/Temp 7,187 7,187 0.47% Office - SuppJies/Repro/Equip Rental 120,613 (353 ) F 120,260 7.79% Conununications & Advertising 70,010 (12,521) G 57,489 3.72% Rent/RepairslMaintenance 221,494 221,494 14.35% Business Taxes 93,361 93,361 6.05% United Way Company Match Contrib 12,176 (12,176) H 0 0.00% Corporate Charitable Contributions 3,837 (3,837) H 0 0.00% Bad Debt Expense 52,1 17 (52,117) 1 0 0.00% Cost of Money 0 14,091 L 14,091 0.91% Total General Overhead Expenses $2,636,437 ($313,317) $2,323,120 150.49% Total Overhead Expenses $3,587,503 ($313,317) $3,274,186 212.11% Overhead Rate 232.40% 212.11 % Page 1 AG-C-255 Exhibit F Breakdown of Overhead Cost Page 3 of 4 M St SE (29th St SE to 3ih St SE) Transpo Group Overhead Schedule December 31,2004 Amount Audit Adj. Ref. Amount 0/0 References: Transpo Adjustments A Year-end bonuses in excess ofWSDOT Bonus Policy of 15% of total allowable overhead. B Unallowable meals, alcohol and entertainment per 48 CFR 31.205-14, 31.205-46(a)(2)(i) and WSDOT Accounting Maunal M 13-82 Chapter 10 Travel. C Key employee insurance unallowable per 48 CFR 31.205-19(2)( vi). D Interest expense unallowable per 48 CFR 31.205-20. E Federal tax preparation fee over $250 unallowable per 48 CFR 31.205-41 (b)( I), 48 CFR 31.20 1-6( d), and WSDOT Overhead Policy. F Promotional Items unallowable per 48 CFR 31.205-1(1). G Advertising and yellow pages directories unallowable per 48 CFR 31.205-1(f). H Charitable contributions unallowable per 48 CFR 31.205-8. I Bad debt allowance unallowable per 48 CAR 31.205-5(c). J Loss on disposal of fixed assets allowable per 48 CFR 31.205-31.205-16(a). K Legal fees regarding equity structure and collection services unallowable per 48 CFR 31.205-27 and 48 CFR 31.205-3. L Cost of money allowable per 48 CFR 31.205-1 O(a). WSDOT Adjustments M Entertainment unallowable per 48 CFR 31.205-14. Page 2 AG-C-255 Exhibit F Breakdown of Overhead Cost Page 4 of 4 M St SE (29th St SE to 3ih St SE) Exhibit G Subcontracted Work The AGENCY permits subcontracts for the following portions of the work of this AGREEMENT: AMEC Earth and Environmental Inc. - Geotechnical and Environmental Services DOT Form 140-089 EF Exhibit G (Revised 06/05) Page 1 of 1 M St SE (29th St SE to 3ih St SE) Exhibit H Title VI Assurances During the performance ofthis AGREEMENT, the CONSULTANT, for itself, its assignees, and successors in interest agrees as follows: I. Compliance with Regulations: The CONSULTANT shall comply with the Regulations relative to non-discrimination in federally assisted programs of the AGENCY, Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time (hereinafter referred to as the "REGULA nONS"), which are herein incorporated by reference and made a part of this AGREEMENT. 2. Non-discrimination: The CONSULTANT, with regard to the work performed during the AGREEMENT, shall not discriminate on the grounds of race, color, sex, or national origin in the selection and retention of sub-consultants, including procurement 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 REGULA nONS, including employment practices when the AGREEMENT covers a program set forth in Appendix B of the REGULA nONS. 3. Solicitations for Sub-consultants, Including Procurement of Materials and Equipment: In all solicitations either by competitive bidding or negotiations made by the CONSULTANT for work to be performed under a sub-contract, including procurement of materials or leases of equipment, each potential sub-consultant or supplier shall be notified by the CONSULTANT of the CONSULTANT'S obligations under this AGREEMENT and the REGULA nONS relative to non-discrimination on the grounds of race, color, sex, or national origin. 4. Information and Reports: The CONSULTANT shall provide all information and reports required by the REGULA nONS 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 AGENCY, STATE or the Federal Highway Administration (FHW A) to be pertinent to ascertain compliance with such REGULA nONS, orders and instructions. Where any information required of a CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information, the CONSULTANT shall so certify to the AGENCY, STATE or the FHW A as appropriate, and shall set forth what efforts it has made to obtain the information. 5. Sanctions for Non-compliance: In the event of the CONSULTANT'S non-compliance with the non-discrimination provisions of this AGREEMENT, the AGENCY shall impose such AGREEMENT sanctions as it, the STATE or the FHW A may determine to be appropriate, including, but not limited to: · Withholding of payments to the CONSULTANT under the AGREEMENT until the CONSULTANT complies, and/or; · Cancellation, termination, or suspension of the AGREEMENT, in whole or in part 6. Incorporation of Provisions: The CONSULTANT shall include the provisions of paragraphs (I) through (5) in every sub-contract, including procurement of materials and leases of equipment, unless exempt by the REGULA nONS, or directives issued pursuant thereto. The CONSUL T ANT shall take such action with respect to any sub-consultant or procurement as the AGENCY, STATE or FHWA may direct as a means of enforcing such provisions including sanctions for non-compliance. DOT Form 140-089 EF Exhibit H (Revised 06/05) Page 1 of 2 M St SE (29th St SE to 3ih 5t SE) Provided, however, that in the event a CONSULTANT becomes involved in, or is threatened with, litigation with a sub-consultant or supplier as a result of such direction, the CONSULTANT may request the AGENCY and the STATE enter into such litigation to protect the interests of the AGENCY and the STATE and, in addition, the CONSULTANT may request the United States enter into such litigation to protect the interests of the United States. DOT Form 140-089 EF Exhibit H (Revised 06/05) Page 2of2 M St SE (29th St SE to 37'h St SE) Exhibit I 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 tennination 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 tennination 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 tennination of this AGREEMENT plus any direct nonsalary costs incurred at the time oftennination of this AGREEMENT. Cost Per Unit of Work Contracts A final payment shall be made to the CONSULTANT for actual units of work completed at the time of tennination of this AGREEMENT. DOT Form 140-089 EF Exhibit I (Revised 06/05) Page 1 of 1 M 5t 5E (29th 5t 5E to 3ih 5t 5E) Exhibit J Alleged Consultant Design Error Procedures The purpose of this exhibit is to establish a procedure to determine if a consultant's alleged design error is of a nature that exceeds the accepted standard of care. In addition, it will establish a uniform method for the resolution and/or cost recovery procedures in those instances where the agency believes it has suffered some material damage due to the alleged error by the consultant. Step 1 - Potential Consultant Design Error(s) is Identified by Agency's Project Manager At the first indication of potential consultant design error(s), the first step in the process is for the Agency's project manager to notify the Director of Public Works or Agency Engineer regarding the potential design error(s). For federally funded projects, the Region Highways and Local Programs Engineer should be informed and involved in these procedures. (Note: The Director of Public Works or Agency Engineer may appoint an agency staff person other than the project manager, who has not been as directly involved in the project, to be responsible for the remaining steps in these procedures.) Step 2 - Project Manager Documents the Alleged Consultant Design Error(s) After discussion of the alleged design error(s) and the magnitude of the alleged error(s), and with the Director of Public Works or Agency Engineer's concurrence, the project manager obtains more detailed documentation than is normally required on the project. Examples include: all decisions and descriptions of work; photographs, records of labor, materials and equipment. Step 3 - Contact the Consultant Regarding the Alleged Design Error(s) If it is determined that there is a need to proceed further, the next step in the process is for the project manager to contact the consultant regarding the alleged design error(s) and the magnitude of the alleged error(s). The project manager and other appropriate agency staff should represent the agency and the consultant should be represented by their project manger and any personnel (including sub-consultants) deemed appropriate for the alleged design error(s) issue. Step 4 - Attempt to Resolve Alleged Design Error with Consultant After the meeting(s) with the consultant have been completed regarding the consultant's alleged design error(s), there are three possible scenarios: · It is determined via mutual agreement that there is not a consultant design error(s). If this is the case, then the process will not proceed beyond this point. · It is determined via mutual agreement that a consultant design error(s) occurred. If this is the case, then the Director of Public Works or Agency Engineer, or their representatives, negotiate a settlement with the consultant. The settlement would be paid to the agency or the amount would be reduced from the consultant's agreement with the agency for the services on the project in which the design error took place. The agency is to provide H&LP, through the Region Local Programs Engineer, a summary of the settlement for review and to make adjustments, if any, as to how the settlement affects federal reimbursements. No further action is required. DOT Form 140-089 EF Exhibit J (Revised 06/05) Page 1 of 2 M St SE (29th St SE to 3ih St SE) · There is not a mutual agreement regarding the alleged consultant design error(s). The consultant may request that the alleged design error(s) issue be forwarded to the Director of Public Works or Agency Engineer for review. If the Director of Public Works or Agency Engineer, after review with their legal counsel, is not able to reach mutual agreement with the consultant, proceed to Step 5. Step 5 - Forward Documents to Highways and Local Programs For federally funded projects all available information, including costs, should be forwarded through the Region Highways and Local Programs Engineer to H&LP for their review and consultation with the FHW A. H&LP will meet with representatives of the agency and the consultant to review the alleged design error(s), and attempt to find a resolution to the issue. If necessary, H&LP will request assistance from the Attorney General's Office for legal interpretation. H&LP will also identify how the alleged error(s) affects eligibility of project costs for federal reimbursement. · If mutual agreement is reached, the agency and consultant adjust the scope of work and costs to reflect the agreed upon resolution. H&LP, in consultation with FHW A, will identify the amount of federal participation in the agreed upon resolution of the issue. · If mutual agreement is not reached, the agency and consultant may seek settlement by arbitration or by litigation. DOT Form 140-089 EF Exhibit J (Revised 06/05) Page 2 of 2 M St SE (29th St SE to 3ih St SE) Exhibit K Consultant Claim Procedures The purpose of this exhibit is to describe a procedure regarding claim(s) on a consultant agreement. The following procedures should only be utilized on consultant claims greater than $1,000. If the consultant's claim(s) are a total of $1 ,000 or less, it would not be cost effective to proceed through the outlined steps. It is suggested that the Director of Public Works or Agency Engineer negotiate a fair and reasonable price for the consultant's claim(s) that total $1,000 or less. This exhibit will outline the procedures to be followed by the consultant and the agency to consider a potential claim by the consultant. Step 1 - Consultant Files a Claim with the Agency Project Manager If the consultant detennines that they were requested to perfonn additional services that were outside of the agreement's scope of work, they may be entitled to a claim. The first step that must be completed is the request for consideration ofthe claim to the Agency's project manager. The consultant's claim must outline the following: · Summation of hours by classification for each finn that is included in the claim; · Any correspondence that directed the consultant to perfonn the additional work; · Timeframe of the additional work that was outside of the project scope; · Summary of direct labor dollars, overhead costs, profit and reimbursable costs associated with the additional work; and · Explanation as to why the consultant believes the additional work was outside of the agreement scope of work. Step 2 - Review by Agency Personnel Regarding the Consultant's Claim for Additional Compensation After the consultant has completed step I, the next step in the process is to forward the request to the Agency's project manager. The project manager will review the consultant's claim and will met with the Director of Public Works or Agency Engineer to detennine if the Agency agrees with the claim. If the FHWA is participating in the project's funding, forward a copy of the consultant's claim and the Agency's recommendation for federal participation in the claim to the WSDOT Highways and Local Programs through the Region Local Programs Engineer. Ifthe claim is not eligible for federal participation, payment will need to be from agency funds. If the Agency project manager, Director of Public Works or Agency Engineer, WSDOT Highways and Local Programs (if applicable), and FHWA (if applicable) agree with the consultant's claim, send a request memo, including backup documentation to the consultant to either supplement the agreement, or create a new agreement for the claim. After the request has been approved, the Agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Infonn the consultant that the final payment for the agreement is subject to audit. No further action in needed regarding the claim procedures. DOT Form 140-089 EF Exhibit K (Revised 06/05) Page 1 of 2 M St SE (29th St SE to 37'h St SE) If the Agency does not agree with the consultant's claim, proceed to step 3 of the procedures. Step 3 - Preparation of Support Documentation Regarding Consultant's Claim(s) If the Agency does not agree with the consultant's claim, the project manager shall prepare a summary for the Director of Public Works or Agency Engineer that included the following: · Copy of information supplied by the consultant regarding the claim; · Agency's summation of hours by classification for each firm that should be included in the claim; · Any correspondence that directed the consultant to perform the additional work; · Agency's summary of direct labor dollars, overhead costs, profit and reimbursable costs associated with the additional work; · Explanation regarding those areas in which the Agency does/does not agree with the consultant's claim(s); · Explanation to describe what has been instituted to preclude future consultant claim(s); and · Recommendations to resolve the claim. Step 4 - Director of Public Works or Agency Engineer Reviews Consultant Claim and Agency Documentation The Director of Pubic Works or Agency Engineer shall review and administratively approve or disapprove the claim, or portions thereof, which may include getting Agency Council or Commission approval (as appropriate to agency dispute resolution procedures). If the project involves federal participation, obtain concurrence from WSDOT Highways and Local Programs and FHW A regarding final settlement of the claim. If the claim is not eligible for federal participation, payment will need to be from agency funds. Step 5 - Informing Consultant of Decision Regarding the Claim The Director of Public Works or Agency Engineer shall notify (in writing) the consultant of their final decision regarding the consultant's claim(s). Include the final dollar amount of the accepted claim(s) and rationale utilized for the decision. Step 6 - Preparation of Supplement or New Agreement for the Consultant's Claim(s) The agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit. DOT Form 140-089 EF Exhibit K (Revised 06/05) Page 2 of 2 M St SE (29th St SE to 3ih St SE) Exhibit L Liability Insurance Increase The professional liability limit of the CONSULTANT to the AGENCY identified in Section XIII, Legal Relations and Insurance of this AGREEMENT will not be increased for this project. DOT Form 140-089 EF Exhibit L (Revised 06/05) Page 1 of 1 M St SE (29th St SE to 3ih St SE) Exhibit M-1 (a) Certification of Consultant Project No. Pendine Local Agency City of Auburn I hereby certify that I am theprJl~ (cL~+ representative of the firm of The Traspo Group. Inc. is 11730 118th Ave NE. Suite 600. Kirkland. WA 98034-7120 above firm I here represent has: and duly authorized whose address and that neither I nor the (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 the AGREEMENT; (b) Agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of any firm or person in connection with carrying out this AGREEMENT; or (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 CONSULT ANT) any fee, contribution, donation, or consideration of any kind for, or in connection with, procuring or carrying out this AGREEMENT; I acknowledge that this certificate is to be available to the Washington State Department of Transportation and the Federal Highway Administration, U.S. Department of Transportation in connection with this AGREEMENT involving participation of Federal-aid highway funds, and is subject to applicable State and Federal laws, both criminal and civil. ?r/(i/~{; , Date ~w 4(jr~~ Signature DOT Form 140-089 EF Exhibit M-1(a) (Revised 06/05) Page 1 of 1 M St SE (29th St SE to 3ih St SE) Exhibit M-1(b) Certification of Agency Official I hereby certify that I am the AGENCY Official of the Local Agency of the City of Auburn , Washington, and that the consulting firm or its representative has not been required, directly or indirectly as an express or implied condition in connection with obtaining or carrying out this AGREEMENT to: (a) Employ or retain, or agree to employ to retain, any firm or person; or (b) Pay, or agree to pay, to any firm, person, or organization, any fee, contribution, donation, or consideration of any kind; except as hereby expressly stated (if any): I acknowledge that this certificate is to be available to the Washington State Department of Transportation and the Federal Highway Administration, U.S. Department of Transportation, in connection with this AGREEMENT involving participati f deral-aid highway funds, and is subject to applicable State and Federal laws, both criminal and c' iI.' Date Signature ~ FEa 1 5 2006 DOT Form 140-089 EF Exhibit M-1(b) (Revised 06/05) Page 1 of 1 M St SE (29th St SE to 3ih St SE) Exhibit M-2 Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions l. 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 (3) year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of 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 anti-trust 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 ofthe offenses enumerated in paragraph (I) (b) of this certification; and D. Have not within a three (3) year period preceding this application / proposal had one or more public transactions (Federal, State and local) terminated for cause or default. II. 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 Name): The Trans.. Gr.ui. . -tl- Li 11r, a~1/r Sig ature (President or Authorized Official of Consultant '2 I q / C L ! . ( Date DOT Form 140-089 EF Exhibit M-2 (Revised 06/05) Page 1 of 1 M St SE (29th St SE to 37'h St SE) Exhibit M-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, a officer or employee of Congress, or any 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 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 instructions. 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 $10,000.00, and not more than $100,000.00, 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 ofthis certification be included in all lower tier subcontracts, which exceed $100,000, and that all such sub-recipients shall certify and disclose accordingly. Consultant (Firm Name): The Tra..~ Group Ine. ~ '. ~ 1J:r (J , U'''/.,~ Sign ture (President or Authorized Official of Consultant 7./ q Lc~ ! ate DOT Form 140-089 EF Exhibit M-3 (Revised 06/05) Page 1 of 1 M St SE (29th St SE to 3ih St SE) Exhibit M-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 2.101 of the Federal Acquisition Regulation (FAR) and required under FAR subsection 15.403-4) submitted, either actually or by specific identification in writing, to the Contracting Officer or to the Contracting Officer's representative in support of C4 lA - 'M' St SE 1m rovements are accurate, complete, and current as of 2 C( **. This certification includes the cost or pricing data suppo'rting'any advance agreements and forward pricing rate agreements between the offeror and the Government that are part of the proposal. * Firm: The Transpo Group Inc. g ftJ '-r IJ,:ddtfY> Name: Title: r (. ~ .. 1 cl ~ k {- Date of Execution:*** "L / (j / 0 i:- t f * Identify the proposal, quotation, request for pricing 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. DOT Form 140-089 EF Exhibit M-4 (Revised 06/05) Page 1 of 1 M St SE (29th St SE to 3th St SE) A3.I~. ~_ Organization and Address Supplemental Agreement # 2 The Trans~o Group Inc. 1 Ave NE, Suite 600 11730 118 Kirkland, WA 98034-7120 ATTN: Tim Hedges Agreement Number Phone AG-C-264 425.821.3665 Project Number Federal Aid Number C421A HPP-1091 002 Project Title Maximum Amount Payable M STREET SE IMPROVEMENTS $ 234,584.89 Description of Work This project will consist of reconstructing the pavement, repairing and constructing new sidewalks, and upgrading the existing storm-drainage trunk line along this 2,200 foot section of M St SE. This project will also complete the connection of three dead-end water mains on 37`h St SE. The Transpo Group Inc. will provide Engineering Services for the geotechnical analysis, design engineering, and environmental permitting. The Local Agency of the City of Auburn desires to supplement the Agreement entered into with The Transpo Group Inc. and executed on February 15, 2006 and identified as Agreement No. AG-C-264 All provisions in the basic Agreement remain in effect except as expressly modified by this supplement. The changes to the Agreement are described as follows: Section IV, TIME FOR BEGINNING AND COMPLETION, is amended to change the number of calendar days for completion of the work to read: March 31, 2008 If you concur with this supplement and agree to the changes as stated above, please sign in the appropriate spaces below and return to this office for final action. By: __~ ~~/~`~ ~~l~T/C/~ By: P er B. is A ~ Consultant ignature Approving Authority Signature f ~ --/~ ~~~~ ~~~~~/off Date Date AG-C-264 Supplemental Agreement #2 M Street SE Improvements