HomeMy WebLinkAboutAG-S-086 Custom Coating Consultants, LLCCITY OF AUBURN
AGREEMENT FOR SERVICES
AG-"86
THIS AGREEMENT made and entered into on this � day of
2015, by and between the City of Auburn, a municipal corporation of (the State of
Washington, hereinafter referred to as "City" and Custom Coating Consultants, LLC, PO
Box 23789, Federal Way, WA 98093, hereinafter referred to as the "Provider."
WI TNESSETH:
WHEREAS, the City is in need of the services of individuals, employees or firms
for coatings related inspections and testing services work during the interior and exterior
coatings work for Project CP0765 — Lakeland Hills Reservoir 5 Improvements; and,
WHEREAS, the City desires to retain the Provider to provide said services in
connection with the City's work; and,
WHEREAS, the Provider is qualified and able to provide services in connection
with the City's needs for the above - described work, and is willing and agreeable to
provide such services upon the terms and conditions herein contained.
NOW, THEREFORE, the parties hereto agree as follows:
Scope of Services
The Provider agrees to perform in a good and professional manner the tasks
described on Exhibit "A" which is attached hereto and by this reference made a
part of this Agreement. (The tasks described on Exhibit "A" shall be individually
referred to as a "task," and collectively referred to as the "services. ") The Provider
shall perform the services as an independent contractor and shall not be deemed,
by virtue of this Agreement and the performance thereof, to have entered into any
partnership, joint venture, employment or other relationship with the City.
2. Additional Services
In the event additional services with respect to related work are required beyond
those specified in the Scope of Work, and not included in the compensation listed
in this Agreement, a contract amendment shall be set forth in writing and shall be
executed by the respective parties prior to the Provider's performance of the
services there under, except as may be provided to the contrary in Section 3 of this
Agreement. Upon proper completion and execution of an Amendment (agreement
for additional services), such Amendment shall be incorporated into this
Agreement and shall have the same force and effect as if the terms of such
Amendment were a part of this Agreement as originally executed. The
performance of services pursuant to an Amendment shall be subject to the terms
and conditions of this Agreement except where the Amendment provides to the
contrary, in which case the terms and conditions of any such Amendment shall
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control. In all other respects, any Amendment shall supplement and be construed
in accordance with the terms and conditions of this Agreement.
3. Performance of Additional Services Prior to Execution of an Amendment
The parties hereby agree that situations may arise in which services other than
those described on Exhibit "A" are desired by the City and the time period for the
completion of such services makes the execution of Amendment impractical prior
to the commencement of the Provider's performance of the requested services.
The Provider hereby agrees that it shall perform such services upon the written
request of an authorized representative of the City pending execution of an
Amendment, at a rate of compensation to be agreed to in connection therewith.
The invoice procedure for any such additional services shall be as described in
Section 7 of this Agreement.
4. Providers Reoresentations
The Provider hereby represents and warrants that the Provider has all necessary
licenses and certifications to perform the services provided for herein, and is
qualified to perform such services.
5. City's Resoonsibilities
The City shall do the following in a timely manner so as not to delay the services of
the Provider:
a. Designate in writing a person to act as the City's representative with respect to
the services. The City's designee shall have complete authority to transmit
instructions, receive information, interpret and define the City's policies and
decisions with respect to the services.
b. Furnish the Provider with all information, criteria, objectives, schedules and
standards for the project and the services provided for herein.
c. Arrange for access to the property or facilities as required for the Provider to
perform the services provided for herein.
d. Examine and evaluate all studies, reports, memoranda, plans, sketches, and
other documents prepared by the Provider and render decisions regarding such
documents in a timely manner to prevent delay of the services.
6. Acceptable Standards
The Provider shall be responsible to provide, in connection with the services
contemplated in this Agreement, work products and services of a quality and
professional standard acceptable to the City.
7. Compensation
As compensation for the Provider's performance of the services provided for
herein, the City shall pay the Provider the fees and costs specified on Exhibit "B"
which is attached hereto and by this reference made a part of this Agreement (or
as specified in an Amendment). The Provider shall submit to the City an invoice or
statement of time spent on tasks included in the scope of work provided herein,
and the City upon acceptance of the invoice or statement shall process the invoice
or statement in the next billing /claim cycle following receipt of the invoice or
statement, and shall remit payment to the Provider thereafter in the normal course,
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subject to any conditions or provisions in this Agreement or Amendment. The
Agreement number must appear on all invoices or statements submitted. The not -
to- exceed amount for this agreement is $25,000.00.
8. Time for Performance and Term of Agreement
The Provider shall not begin any work under this Agreement until authorized in
writing by the City. The Provider shall perform the services provided for herein in
accordance with the direction and scheduling provided on Exhibit "A" attached
hereto and incorporated herein by this reference, unless otherwise agreed to in
writing by the parties. All work under this Agreement shall be completed by
December 31. 2017.
9. Ownership and Use of Documents
All documents, reports, memoranda, diagrams, sketches, plans, surveys, design
calculations, working drawings and any other materials created or otherwise
prepared by the Provider as part of his performance of this Agreement (the "Work
Products ") shall be owned by and become the property of the City, and may be
used by the City for any purpose beneficial to the City.
10. Records Inspection and Audit
All compensation payments shall be subject to the adjustments for any amounts
found upon audit or otherwise to have been improperly invoiced, and all records
and books of accounts pertaining to any work performed under this Agreement
shall be subject to inspection and audit by the City for a period of up to three (3)
years from the final payment for work performed under this Agreement.
11. Continuation of Performance
In the event that any dispute or conflict arises between the parties while this
Contract is in effect, the Provider agrees that, notwithstanding such dispute or
conflict, the Provider shall continue to make a good faith effort to cooperate and
continue work toward successful completion of assigned duties and
responsibilities.
12. Administration of Agreement
This Agreement shall be administered by Mark C. Ficca, on behalf of the Provider,
and by the Mayor of the City, or designee, on behalf of the City. Any written
notices required by the terms of this Agreement shall be served on or mailed to the
following addresses:
City of Auburn
Matthew Larson, Project Engineer
25 W Main St
Auburn, WA 98001 -4998
Phone: 253 -804 -5032
Fax: 253 - 931 -3053
E -mail: mlarson @auburnwa.gov
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Custom Coating Consultants, LLC
Mark C. Ficca
P.O. Box 23789
Federal Way, WA 98093
Phone: 253 - 7594374
Fax: 253 - 7594395
E -mail: accifmarcus @hotmail.com
13. Notices
All notices or communications permitted or required to be given under this
Agreement shall be in writing and shall be deemed to have been duly given if
delivered in person or deposited in the United States mail, postage prepaid, for
mailing by certified mail, return receipt requested, and addressed, if to a party of
this Agreement, to the address for the party set forth above.
Either party may change his, her or its address by giving notice in writing, stating
his, her or its new address, to the other party, pursuant to the procedure set forth
above.
14. Insurance
The Provider shall procure and maintain for the duration of this Agreement,
insurance against claims for injuries to persons or damage to property which may
arise from or in connection with the performance of the work hereunder by the
Provider, or the Provider's agents, representatives, employees, or subcontractors.
Provider's maintenance of insurance as required by the Agreement shall not be
construed to limit the liability of the Provider to the coverage provided by such
insurance, or otherwise limit the City's recourse to any remedy available at law or
in equity.
The Service Provider shall obtain insurance of the types described below:
a. Automobile Liability insurance, covering all owned, non - owned, hired and
leased vehicles. Coverage shall be written on Insurance Services Office (ISO)
form CA 00 01 or a substitute form providing equivalent liability coverage. If
necessary, the policy shall be endorsed to provide contractual liability
coverage. Provider shall maintain automobile insurance with minimum
combined single limit for bodily injury and property damage of $1,000,000 per
accident.
b. Commercial General Liability insurance shall be written on ISO occurrence form
CG 00 01 and shall cover liability arising from premises, operations,
independent contractors, products - completed operations, stop gap liability,
personal injury and advertising injury, and liability assumed under an insured
contract. The Commercial General Liability insurance shall be endorsed to
provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85.
There shall be no endorsement or modification of the Commercial General
Liability insurance for liability arising from explosion, collapse or underground
property damage. The City shall be named as an insured under the
Contractor's Commercial General Liability insurance policy with respect to the
work performed for the City using ISO Additional Insured endorsement
CG 20 10 10 01 and Additional Insured- Completed Operations endorsement
CG 20 37 10 01 or substitute endorsements providing equivalent coverage.
Commercial General Liability insurance shall be written with limits no less than
$1,000,000 each occurrence, $2,000,000 general aggregate, and a $2,000,000
products - completed operations aggregate limit.
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c. Worker's Compensation coverage as required by the Industrial Insurance laws
of the State of Washington.
The insurance policies are to contain, or be endorsed to contain, the following
provisions for Automobile Liability and Commercial General Liability insurance:
a. The Provider's insurance coverage shall be primary insurance as respects the
City. Any insurance, self - insurance, or insurance pool coverage maintained by
the City shall be excess of the Provider's insurance and shall not contribute
with it.
b. The Provider's insurance shall be endorsed to state that coverage shall not be
cancelled by either party, except after 30 days prior written notice by certified
mail, return receipt requested, has been given to the City.
Insurance is to be placed with an authorized insurer in Washington State. The
insurer must have a current A.M. Best rating of not less than A:VII.
Provider shall furnish the City with certificates of insurance and a copy of the
amendatory endorsements, including but not necessarily limited to the additional
insured endorsement, evidencing the insurance requirements of the Provider
before commencement of the work. The City reserves the right to require that
complete, certified copies of all required insurance policies be submitted to the City
at any time. The City will pay no progress payments under Section 7 until the
Provider has fully complied with this section.
15. Indemnification /Hold Harmless
The Provider shall defend, indemnify and hold the City and its officers, officials,
employees, and volunteers harmless from any and all claims, injuries, damages,
losses, or suits including attorney fees, arising out of or in connection with the
performance of this Agreement, except for injuries and damages caused by the
sole negligence of the City.
Should a court of competent jurisdiction determine that this Agreement is subject to
RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury
to persons or damages to property caused by or resulting from the concurrent
negligence of the Provider and the City, its officers, officials, employees, and
volunteers, the Provider's liability hereunder shall be only to the extent of the
Provider's negligence. It is further specifically and expressly understood that the
indemnification provided herein constitutes the Provider's waiver of immunity under
Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification.
This waiver has been mutually negotiated by the parties. The provisions of this
section shall survive the expiration or termination of this Agreement.
16. Assignment
Neither party to this Agreement shall assign any right or obligation hereunder in
whole or in part, without the prior written consent of the other party hereto. No
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assignment or transfer of any interest under this Agreement shall be deemed to
release the assignor from any liability or obligation under this Agreement, or to
cause any such liability or obligation to be reduced to a secondary liability or
obligation.
17. Nondiscrimination
The Provider may not discriminate regarding any services or activities to which this
Agreement may apply directly or through contractual, hiring, or other arrangements
on the grounds of race, color, creed, religion, national origin, sex, age, or where
there is the presence of any sensory, mental or physical handicap.
18. Amendment. Modification or Waiver
No amendment, modification or waiver of any condition, provision or term of this
Agreement shall be valid or of any effect unless made in writing, signed by the
party or parties to be bound, or such party's or parties' duly authorized
representative(s) and specifying with particularity the nature and extent of such
amendment, modification or waiver. Any waiver by any party of any default of the
other party shall not affect or impair any right arising from any subsequent default.
Nothing herein shall limit the remedies or rights of the parties hereto under and
pursuant to this Agreement.
19. Termination and Suspension
Either party may terminate this Agreement upon written notice to the other party if
the other party fails substantially to perform in accordance with the terms of this
Agreement through no fault of the party terminating the Agreement.
The City may terminate this Agreement upon not less than seven (7) days written
notice to the Provider if the services provided for herein are no longer needed from
the Provider.
If this Agreement is terminated through no fault of the Provider, the Provider shall
be compensated for services performed prior to termination in accordance with the
rate of compensation provided in Exhibit °B" hereof.
20. Parties in Interest
This Agreement shall be binding upon, and the benefits and obligations provided
for herein shall inure to and bind, the parties hereto and their respective
successors and assigns, provided that this section shall not be deemed to permit
any transfer or assignment otherwise prohibited by this Agreement. This
Agreement is for the exclusive benefit of the parties hereto and it does not create a
contractual relationship with or exist for the benefit of any third party, including
contractors, sub - contractors and their sureties.
21. Costs to Prevailing Party
In the event of such litigation or other legal action, to enforce any rights,
responsibilities or obligations under this Agreement, the prevailing parties shall be
entitled to receive its reasonable costs and attorney's fees.
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22. Applicable Law
This Agreement and the rights of the parties hereunder shall be governed by and
interpreted in accordance with the laws of the State of Washington and venue for
any action hereunder shall be in of the county in Washington State in which the
property or project is located, and if not site specific, then in King County,
Washington; provided, however, that it is agreed and understood that any
applicable statute of limitation shall commence no later than the substantial
completion by the Provider of the services.
23. Captions. Headings and Titles
All captions, headings or titles in the paragraphs or sections of this Agreement are
inserted for convenience of reference only and shall not constitute a part of this
Agreement or act as a limitation of the scope of the particular paragraph or
sections to which they apply. As used herein, where appropriate, the singular shall
include the plural and vice versa and masculine, feminine and neuter expressions
shall be interchangeable. Interpretation or construction of this Agreement shall not
be affected by any determination as to who is the drafter of this Agreement, this
Agreement having been drafted by mutual agreement of the parties.
24. Severable Provisions
Each provision of this Agreement is intended to be severable. If any provision
hereof is illegal or invalid for any reason whatsoever, such illegality or invalidity
shall not affect the validity of the remainder of this Agreement.
25. Entire Agreement
This Agreement contains the entire understanding of the parties hereto in respect
to the transactions contemplated hereby and supersedes all prior agreements and
understandings between the parties with respect to such subject matter.
26. Counterparts
This Agreement may be executed in multiple counterparts, each of which shall be
one and the same Agreement and shall become effective when one or more
counterparts have been signed by each of the parties and delivered to the other
party.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed effective the day and year first set forth above.
CITY OF AUBURN
Nancy Bac! AVlayor
Attest:
Danielle Daskam City Clerk
Approved
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CUSTOM COATING CONSULTANTS, LLC
Signature
Name: vy-\ e-V C• t -t ccR
Title: C > J h_2C
Signature
Name:
Title:
Federal Tax ID No: 9 i —;L 041 L93
CITY OF AUBURN
AGREEMENT FOR SERVICES
AG-S -086
EXHIBIT A — SCOPE OF WORK
The purpose of this Agreement is to contract with Custom Coating Consultants,
LLC (Provider) for inspection and testing services associated with the Lakeland
Hills Reservoir 5 Improvements project (CP0765). Specifically, this agreement
includes inspection and testing services related to the preparation and coating
application of the interior and exterior surfaces of the existing one million gallon
steel tank.
The Provider shall:
Perform inspections as necessary to insure that the City's contractor
(Paso Robles Tank, Inc.) performs the contract work (CP0765) in
accordance will all applicable contract specifications associated with
the tank preparation work and application of the specified coating
system. The inspections shall be provided to ensure compliance with
the following contract (CP0765) specifications:
o Surface preparation;
o Application of full prime, stripe, intermediate, and finish coats of
the City approved coating system;
o Test each coat for established Dry Film Thickness
requirements;
o Verify that contractor performs Low Voltage Holiday Testing to
interior surfaces of tank after coatings application to ensure the
film is pinhole free;
o Test and document surface/anchor profile from blasted steel
surfaces;
o Monitor and record ambient temperatures and humidity;
o Monitor and document the contractor's coating processes
(including mixing, thinning, and recoats);
o Inventory and document contractors equipment and materials
used (including batch numbers of products);
o View surfaces visually at 1 year and 2 year anniversary;
Supply NACE Certified — Level 3 Inspectors for all inspection and
testing services. Inspections shall be performed in accordance with
Steel Structures Painting Council (SSPC) PA -2. The Provider's
inspectors shall be employed by the Provider; subcontracted
inspectors shall not be used.
Provide Quality Assurance (QA) reports, including photo
documentation of the work performed, for each inspection. The QA
reports shall be emailed to the City, in pdf format, within 24 hours of
the completed inspection.
Provide annual inspection reports for two years following completion of
the tank as indicated by the City. The annual inspection reports shall
include number and types of failures observed, as defined in the City's
AG -S -086, Custom Coating Consultants, LLC Page 1 of 2
CITY OF AUBURN
AGREEMENT FOR SERVICES
AG-S -086
EXHIBIT A - SCOPE OF WORK
Contract (CP0765), and area of failure in percentage of the tank
surface.
Provide inspections and the associated QA reports for repairs resulting
from the annual inspections.
Coordinate with the City's project inspector for scheduling the
inspections. The Provider shall not take direction from the City's
contractor without concurrence from the City's Project Engineer.
The City will:
• Supply the Provider with an electronic copy (.pdf) of the Contract Plans
and Specifications for CP0765.
• Empty the tank as needed for the Provider to perform the required annual
inspections (the 1st annual inspection may be omitted at the City's
discretion).
• Provide a minimum of two working days advanced notice to the Provider
prior to the City's contractor beginning the tank preparation work.
AG -S -086, Custom Coating Consultants, LLC Page 2 of 2
CITY OF AUBURN
AGREEMENT FOR SERVICES
AG -S -086
EXHIBIT B - FEE SCHEDULE
Total Budget (Not -to- Exceed): $25,000.00
The following assumptions were made to determine the not to exceed amount:
• 4 hour inspections per day for tank preparation (blasting).
• 8 hour inspections per day for tank coating application (painting).
• 4 hour inspections per annual coating inspection.
• Durations include testing and report development and submittal time.
• Interior tank preparation is anticipated to last fifteen working days.
• Exterior tank preparation is anticipated to last seven working days.
• Interior coating system is anticipated to take nine working days.
• Exterior coating system is anticipated to take six working days.
• Two annual inspections.
• A contingency of five — eight hour days for Contractor schedule overruns.
NACE Certified — Level 3 Inspector will be billed at an hourly rate of $90.00 per
hour with a 4.0 hour minimum charge per visit. All travel time will be billed at this
rate and will be included in the hourly accumulation. Time onsite and the daily
creation of our Quality Assurance (QA) report will also be included in the hourly
rate and accumulation per visit. This schedule is based on a typical Monday
through Friday work week, not exceeding 40.0 total hours.
If requested in writing by the City, Saturday and Sunday inspections, or services
that exceed 40.0 hours per week, the Provider will charge an overtime rate of
$142.50 per hour with a 8.0 hour minimum on weekends and per hour when the
40.0 hour weekly threshold is met.
All other expenses (i.e. reports, vehicle mileage, etc.) shall be included in the
hourly rate described above and no additional or specific payment will be made
for additional expenses.
Provider will submit invoices to the City via email to m I arson (aaubu rnwa.aov and
shall include the Agreement number (AG -S -086) in the subject line of the email
and in the body if the invoice.
AG -S -086, Custom Coating Consultants, LLC Page 1 of 1
AMENDMENT#1 TO SERVICE AGREEMENT NO. AG-S-086 BETWEEN
THE CITY OF AUBURN AND CUSTOM COATING CONSULTANTS, LLC
RELATING TO PROJECT NO. CP0765, LAKELAND HILLS RESERVOIR 5
IMPROVEMENTS
THIS AMENDMENT is made and entered into this /d day of_ 20/2? by and
between the CITY OF AUBURN, a municipal corporation of the State of Washington (hereinafter referred
to as the"CITY"), and CUSTOM COATING CONSULTANTS, LLC (hereinafter referred to as the
"PROVIDER"), as an Amendment to the Service Agreement between the parties for AG-S-086 executed
on the 23rd day of June, 2015.
The changes to the agreement are described as follows:
1. CONTRACT TERM: There is no change to the date of termination.
2. SCOPE OF WORK: The actual number of working days for interior and exterior tank preparation and
coating system installation was greater than originally assumed. Therefore, this amendment adds 61
inspection hours to account for the additional inspection hours anticipated to complete the necessary
coating inspections. There are no other changes to the original scope of work.
3. COMPENSATION: The amount of this amendment is $5,500.00. The total agreement amount is
increased to a total of$30,500.00.
REMAINING TERMS UNCHANGED: That all other provisions of the Agreement between the parties
for AG-S-086 executed on the 23rd day of June, 2015, shall remain unchanged, and in full force and
effect.
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year
first above written.
CUSTOM COATING CONSULTANTS, LLC CITY OF AUBURN
By: '111 C- -°a C V u14. f J�ka6
Authorized signature ancy B ku , Mayor
ATTEST(Optional): ATTEST:
By: /
Its: Danielle E. Daskam, Auburn City Clerk
Approved as to form (Optional): Approved as to f... :
` /
4.1.
Attorney for(Other Party) Mriel B. He • •uburri City Attorney
Amendment No. 1 for Agreement No. AG-S-086
Custom Coating Consultants
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