HomeMy WebLinkAbout3423 RESOLUTION NO. 3423
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AUBURN,
VVASHINGTON, AUTHORIZING THE MAYOR AND THE GITY CLERK TO
EXECUTE AN AGREEMENT FOR PROFESSIONAL $ERVICES BETWEEN
THE CITY OF AUBURN AND HENDERSON YOUNG & COMPANY FOR THE
PURPOSE OF CONDUCTING A STUDY AND PREPARING A FINANCIAL
_ . _ _
ANALYSIS OF POTENTIAL ANNEXATION OF TME LEA MILL AREA TO THE
CITY OF AUBURN.
WHEREAS, the city of Aubum has an adopted Potential Annexation �I
Area (PAA) in accordance with the Washington State Growth Management Act; '
and
WHEREAS, the City Council of the City of Au6urn, Washington desires
to have a study prepared to provide financial analysis relative to the potential
annexation of the Lea Hill Area to the City of Aubum;
NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
_ _
WASHINGTON, IN A REGULAR MEETING DULY ASSEMBLED, HEREWITH
RESOLVES AS FOLLOWS:
Section 1. The Mayor and the City Clerk of the City of Auburn are
hereby authorized to execute an Agreement for Professional Services with
Henderson Young & Company, to conduct a study and prepare a financial
analysis of'4he potential annexation of the Lea Hill area to 4he Gity of Auburn. A
copy of said Agreement is attached he.reto, designated as Exhibit "A" and
incorporated by reference in this Resolution.
Resolution No.3423
February 13,2002 •
Page 1
Section 2. The Mayor is he�eby authorized to implement such
administrafive procedures as may be necessary to carry out the directives of
this legislation,
DATED and SIGNED this 19�'�day of February, 2002.
CITY OF AUBURN
�
��
PE R B, LEWIS
MAYOR
ATTEST:
�,�.��
an elle E. Daskam,
City Clerk
APPROU D AS TO FORM:
Daniel B. Heid,
City Attorney
Resolution No.3423
February 13,2002
Page 2
AGREEMENT FOR PROFESSIONAL SERVICES
T'HIS AGREEMENT made and entered into by and between the CITY OF AUBURN, a
Municipal Corporation in King County, Washington,hereinafter referred to as "CITI"' and with
HENDERSON YOUNG & COMPANY,whose address is 16700 NE 79�' StrBet, Suite 202,
Redmond, Washington 98052-4465 , hereinafter referred to as "CONSULTANT".
In consideration of tlie coveriants and conditions of this Agreement, the parties hereby i
agree as follows:
1. SCOPE_OF WORK.
The Consulfant will perforin the services described in Attacliment"A", attached and by
this reference made part of this Agreement. These Attachment"A" services aze referred to herein
as the Scdjie of Work.
2. TERM.
The CONSiJLTAN'I' shall not begin any work under this Agreement until authorized in
writing by the CITl'. All work under this Agreement shall b:e completed by July 1, 2002.
The established completion rime shal] not be extended because of any unwarranted delays
attributable to the CONSiJLTANT, but may be extended bythe CITY in the event o£a delay
attributable to the CITY, or because of unaVoidable delays caused by an act of GOD or
govemmental actions or other conditions beyond the control ofthe CONSiJLTANT. A prior
supplemental Agreement issued by the CITY is re.qui;ed to extend the establisked completion
time..
3. COMPENSATION.
The CONS[ILTANT shall be paid by the CITY for services rendered under this
agreeinent as proyided hereinafter. Such payment shall be full cortipensation for work performed
or services rendered and for all labor, materials, supplies, equipment and incidentals necessary to
Agreement for Professional Servicea
Resolution 3423 "
February 13, 2002
Page 1 of 9
complete the work. All billings for compensation for work performed under this agreement will
list specific project titles, actual time(days and/or hours) and dates during which the work was
performed and the compensation sliall be figured using the rates in Attachment"B", Schedule of
Chazges":
Payment shall be on a time and materials basis, approximating the amounts associated
with each task on Attachment "A". The amounts undei each task may vary; howevei, the total
amount of the contract shall not exceed thirty-nine thousand dollazs ($39,000.00).
In the event services beyond those specified in the Scope of Work, and not included in the �
compensarion listed in Uus Ageement aze required, a coritract modificarion shall be negotiated I
arid approved by the CITY prior to any effort being expended on such services.
4. RESPONSIBILITY OF CONSULTANT.
The CONSLJLTANT shall be responsible for the professional quality, technical accuracy,
timely completion and the coordination of all studies, analysis, designs, drawings, specifications,
reports and other services performed by the CONSiJLTANT undei this Agreeinent. The
CONSIJLTANT shall,without additional compensation, correct or revise any errors, omissions
ot other deficiencies in its plans, designs, drawings, specific.ations, reports and other services
required. The CONSLJLTANT shall perform its services to conform to generally accepted
professional planning practices and standards and the requi;ements of the CTTY.
Any approval by the CTfY under this Agreeinent sHall not in any way relieve the
CONSULTANT of responsibility for the technical accuracy and adequacy of its services. Except
as otherwise provided herein,neither the CITY'S review, approval or acceptance of, nor payment
for,any of the services sHall be construed'to operate as a waiver of any rights under this
Agreement or of any cause of action arising out of the perfoimance of tfiis Agii�eement to the full
extent of the law.
5. INDENINIFICATION/IIOLD HARMLESS.
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Agreement for P=ofesaional Services
Resolution 3423
February 13, 2oo2 � '
Page 2 of 9
The CONSLJLTANT shall indemnify and hold the CITY and its officers and employees
hannless from and shall process and defend at its own expense all claims, demands, or suitsat
law oi eqnity arising in whole or in part &om the CONSULTANT'S negligence or breach of any
of its obligations under this Agreement; provided that nothing herein shall require the
CONSiJLTANT fo indemnify the CITY aganist and hold harmless the CITY from claims,
demands or suits based solely upon the conduct of the CITY, their agents, officers and employees
and provided fiuther that if the claims orsuits are caused by or result from the concurrent
negligence of(a)the CONSULTANT'S agents or employees and (b) the CITY, their agents,
officers and employees,this indemnity provision with respect to (1) claims or suits based upon
such negligence,(2)the costs to the CIT'Y of defending such claims and suits, etc. shall be valid I
and enforceable only to the extent of the CONSiJLTANT'S negligence or the negligence of the
CONSiJLTANT'S agents or employees. The provisions of this section shall survive the
expuation or termination of this Agreement.
6: INDEPENDENT CONTRACTORlASSIGNMENT.
The parties agree and understand that the CONSULTANT is an independent contractor
and not the agent or employee of the CTTY and that no liability shall attach to the CITY by
reason of enteting into this Agreement except as otherwise provided herein. The parties agree '�
tliat this Agreement may not be assigned in whole or in part without the written consent of the
CITY. I
7. INSURANCE.
CONSiJLTANT shall procure and maintain for the duration of this AgreemenU,
coriunercial generalliability insivance against claims for injuries to persons or damage to
property which may arise from or in conjunction with services prbvided to the CITY liy the
CONSiJLTANT, its agents, employees or subcontractors, under tliis Agreement. The
CONSIILTANT agrees to provide coinniercial general liability insnrance and shall maintain
AgreemenC for Profesaional Servicea
Resolution 3423
February 13, �2002
Page 3 of 9
liability limits ofno less then ONE MILLION DOLLARS ($1,000,000) per occwrence and ONE
MILLION DOLLARS ($1,000,000) general aggregate. The CONSiJLTANT shall also provide
and maintain professional liability coveiage in the m;n;rrriun liability limits of FIVE HUNDRED
THOUSAND DOLLARS ($500,000).
The general liability coverage shall also provide ttiat the CITY, its officets, employees
and agents aze to be covered as additional insured as respects: Liability arising out of the
services or responsibilities performed by or under obligation of the CONSLTI,TANT under the
terms of this Agreement, by the CONSULTANT, its employees, agents and subcontractors.
Both the general liability and professional liability coverage shall provide that the
CONSULTANT'S insaiance coverage shall be primary insurarice as respects tlie CITY, its
officials, employees and agents. Any insurance or self insurance maintained by the CTI'Y, its
officials, employees or agents shall be excess to the CONSiJLTANT'S insurance and shall not
contribute with it. Each insurance policy required by this section of the Agreement shall be
endo,rsed to state that coverage shall not be suspended, voided, or canceled except when tivrty
(30)days prior written riotice Has been given to the CITY by certified mail return receipt
requested. All insurance shall be obtained&om an insurance company authorized to do business
in the State of Washington. The CONSULTANT agrees to pmvide copies of the certificates of
inswance to the CITY specifying the coverage required tiy tliis section within 14 days of the
execution of this Agreement. The CTTY reserves the right to require that complete, certified
copies of all required insurance policies be submitted to the CTTY at any time. The CITI'will
pay no progress payinents undei Section 3 until the CONSULTANT has fully complied with this
section.
8. NONDISCRIMINATION.
The CONSULTANT riiay not discriminate regarding:any serVices or activities to which
this Agreement may apply directly or through contractual,hiring, or other arrangements on the
.Agreement for Profesaional Services
Reeolution 3423 .
February 13, 2002
Page 4 of 9
grounds of race,color, creed, religion, national origin, sex, age, or where there is the presence of
any sensory, mental or physical handicap.
9. OWNERSHIP OF RECORDS AND DOCUMENTS.
The CONSIJLTANT agrees tHat ariy and all draivings, compnter discs, docuinents,
records;books, specifications,reports, estimates, summaries and such other information and
matarials as the CONSiJLTANT rriay have accumulated,prepared or obtained as part of
providing services under the terms of this Agreement 6y the CONSiJLTANT, shall belong to and
shall re.main the p;operty of the CITY OF AUBURN. In addition, the CONSiJLTANT agrees to
maintain all books and records relating to its operation and coriceming this Ageement for a
period of six (6) years following the date that this Agreement is expired or othenvise temunated.
T'he CONSLJLTANT further agrees that the CITY may inspect any and all documents held by the
CONSIJLTANT and relating to ttiisAgreainent upon goo.d cause at any reasonable time within
the six (6) year period. The CONSiJLTANT also agrees to provide to the CITY, at the CITY'S
request, the originals of all drawings, doc.uments, and items specified in this Secrion and I
information compiled in providing services to the CITY under the terms of this Agreemerit.
10. CERTIFICATION.REGARDING.DEBARMENT, SUSPENSION,AND
ATHER RESPONSIBILITY MATTERS-PRIMARY COVERED TRANSACTIONS.
The prospective primary participant certifies to the best of its Imowledge and belief, that
it and its principals:
(a) Are not presently debarced, suspended,p"roposed for debarment,declazed ineligible,
or voluntarily excluded from covered transactions by any federal department or
agency;
(b) Have not within a three-yeaz period preceding this proposal been convicted of or had �
a civil judgment rendered against them far commission or fraud or a criininal offense i
---------------------------------
Agreement for Profeasional Services
Resolution 3423
February 13, 2002
Page 5 of 9
in connection with obtaining,.attempting to obtain, or performing a public(federal,
state, or local) transaction or contract under a public transaction;violation of federal
or state antitrust statues or commission of embezzlement, theft, forgery, bribery,
falsification or destruction of records, making false statements,or receiving:stolen
property;
(c) Are not presently indicted for or otherwise criminally 6r oivilly charged by a
govemmental entity(federal, state, or local)with commission of any of the offenses
enumerated in pazagraph"(b)"ofthis certifcation; and
(d) Have not within a three-yeaz period preceding this application/proposal had one or
more public transactions (federal, state, or local) terminated for cause or default.
Where the prospective primary participant is unable to certify to any of the statements in
this certification, such prospective participant shall attach an explanation to this proposal..
11, TERMINATION OE AGREEMENT.
This Agreemerit may be teriiiinated by either party npon twenry(20) days written notice
to the otherparty,and based upon any cause. In the event of termination due to the fault of
other(s) than the CONSiJLTANT, the CONSIJLTANT shall be paid by the CITY for services
performed to the date of termination.
Upon receipt of a termination notice under the above pazagraph, the CONSULTANT I
shall (1)promptly discontinue all services affected as directed by the written notice, and(2)
deliver to the CITY all data, drawings, specifications, reports, estimates, summaries, and such
other information and materials as the CONSULTANT may have accutnulated,prepared or
obtained in perfoixning this Agreement,whether completed or in process.
12. GENERAI. PROYISIONS.
12.1. This Agreement shall be govemed by the laws,regulations and ordinances of the
City of Anbum, the State of Washington, King County, and where applicable, Fe.deral laws.
Agreement for Protessional Services
Resolution 3423
February 13, 2002
Page 6 of 9
12.2. All claims, disputes and other matters in question arising out of, oi relating to, this
Ageement or the breach hereo£;except with respect to claims which haue been waived,will be
decided by a court of competent jurisdiction in King County, Washington. Pending final
decision ofa dispute hereunder; the CONSiJLTANT and the CITY shall proceed diligently with
the perforttiance of the s.ervices and obligarions herein.
12.3. The CTI'Y and the CONSiILTANT respectively bind themselves,their pa;tners,
succ,essors, assigns, and legal representatives to the other party to this Agreement with respect to
all covenanfs to this Agreement.
12.4: 1'his Agreement represents the entire and integrated Agteement between the CTfY
and the CONSiJLTANT and supersedes all prior negotia6ons,representations or agreements
either oral or written. Tfiis Agreement may be amended only by written instrument signed by
both the CTTI' and the CONSULTANT.
12.5. SHould it b:ecome necessary to enforce any term or obligation of this Agreement,
then all costs of enforcement including reasonable attorneys fees and expenses and court costs
shall be paid to the substantially prevailing party.
12.6. The CONSLJLTAIVT agrees to comply with all local, s;ate and £ederal laws
applicable to its performance as of the date of this Agreement.
12.7. If any provision of this Agreement is invalid or unenforceable; the remaining
provisions shall remain in force and effect.
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Agreement for Profesaional Servicee
Reeolution 3423
February 13, 2002 .
Page 7 of 9
CIT UBURN
��
Peter B Lewis, Mayor
Date �q i ��
ATTEST;
G�.,L[-CC�i��
Dan elle E. Daskam, City Clerk
APPROV AS TO FOR1vI:
�"
DariieI . Heid, ' At rney
Henderson Young&Couipany
BY:
Randall L. Young
Title: President
Address: 16700 NE 79`h Street, Suite 202
Address: Redmond, Washineton 98052
Phone (4251869-1786
Fax # (425) 869-5669
Federal Tax ID# 84-0780133
File:
REF.H:�FO[tMS�FE054(R I/02)
____'__"'__'___'________._______'
Agreement for Professional Services
Reaolution 3423
February 13, 2002
Page 8 of 9
CONSULTANTINVOICES
Consultant invoices should contain the following information:
• On consultant letterhead.
o A cover letter stating the status of each task. This shonld include items completed,percent
completed during the billing period and completion along with funding status.
• Internal invoice number and%or seqnential ndmeric iiumber(i.e.: progess payment# 10).
• Irivoice date.
o Period of time invoice covers.
o Consultant Agreement# (i.e.; AG-C-010).
e Project number(s) listed(i.e.; PR562).
o City's project manager listed.
• The hour(s)per person broken down by task(s) (attach tnnesheets, spreadsheet detailing
timesheets, or some other form of proo� along with type of work done (i.e:: design, right-of-
way, or construction) or task order number.
• Direct salary(base salaries)
• Indirect salary(benefits)
e Diiect non-salary(i.e.; mileage, reproduction fees (i,e.: printing, copying), commnnication
fees (i.e.: telephone), supplies, computer chazges, subconsultants), indirect non-salary
(overhead). The City does not pay for consultant meals unless part of a task requites travel
outside of the greater Seattle, Tacoma, and Everett area. These costs aze to be broken down
and backup information is to beattached to invoice: Project managers are to inform
consultants as to what is required for break down information and if backup inPormation is to
be attached. Break out the same for subconsultant chazges:
. Previous and remaining base contract amounts left in each task and total contract—total
authorized amount (bottom line figure). Add amendments to this base contract amount for
total authorized amount.
• Percentage of work completed to date compazed to total amount of work(if reqnired by the
pmject manager).
• Status of Management Reserve Fund(MRF) (i.e.: a certain task) until we can get an
amendment in place.
• Invoices for previous yeaz is due by January 15�'.
• Foc grandspecial funded projects there might be other special infortnation needed,reference
the LAG manual.
__ _
ATTACHMENT A
CITY OF AUBURN
LEA HILL ANNEXATION STUDY
SCOPE OF WORK AND BUDGET
Henderson, Young 8� Company
Task Approach Budget
1. Lea Hill I2,evenue, Coat • Forecast major revenuea at Auburn $ 18,000
and Net Fiscal Impact rates
• Forecast coat by department (per
capita basis)
• Review Auburn forecast from Kent
model
• Review departmental cost
projections
• Department review of per capita,
Kent model output and
departm.ental previous projections�
provide revised departmental
forecasts (if appropriate)
• Results in ranges
2. Lea Hill Compared to . Levels of service 7,500
Auburn ��s of major taxes and fees
0
3. Annexation Strategies . AlternaEives for action 4,500
4. Report, Iteyiew, • Draft report 9,000
Presentation R,eview with staff
.
• �nal report
• Presentation to Council
Total $39,000
ATfACHMENT B
Schedule of CLarges
Henderson Young& Company
Effective January 1,2002—December 31,2002
Hotirly rates
Rapdy Young.......................................:.....$ 150.00
William Henderson.................:....:..:.......... $ 150.00
Other Rates/Eapenses
Direct out of pocket non-salary expenses for documentation reproduction,postage etc
will be reimbursed to Henderson Young&Company at Henderson Young& Companys'
actual cost. Auto mileage for necessary travel will be reimbursed at the rate of
$0365/mile or the current appmved IRS rate.
For the services performed,Henderson Young&Company will be paid as charges acaine. The
hourly rates will include direct.labor costs,overhead costs; and a11 indirect costs of Hendeison
Young&Company such as office equipment; computer use, local telephone etc.
Billings for direct non-salary expenses,d'uectly ide�ifiable with the project scope of work, shall
be itemized with a listing of expenses supported by copies of the original bills retained by the
CONSULTANT. Copies of the original supporting docnments sha11 be provided to the CITY ,
upon reques[.
Henderson Young& Company shall submit invoices on a monthly basis unless otherwise
indicated in this agreement.