HomeMy WebLinkAboutESM Consulting Engineers LLC~~ ~ ~ ~=
CITY OF AUBURN AGREEMENT
FOR CONSULTING SERVICES
THIS AGREEMENT made and entered into on this ~_ day of c~~ rJ . ,
200, by and between the City of Auburn, a municipal corporation of the State of Washington,
hereinafter referred to as "City" and ESM Consulting Engineers LLC, hereinafter referred to as
the "Consultant."
WITNESSETH:
WHEREAS, the City is engaged in or readying itself to be engaged in its project of En ing` eerin~
Services Fee Negotiation for Airport Improvements, and is in need of services of individuals,
employees or firms for Preparation of an Independent Fee Estimate on said project; and,
WHEREAS, the City desires to retain the Consultant to provide certain, services in
connection with the City's work on said project; and,
WHEREAS, the Consultant is qualified and able to provide consulting services in
connection with the City's needs for the above-described work/project, and is willing and
agreeable to provide such services upon the terms and conditions herein contained.
NOW, THEREFORE, the parties hereto agree as follows:
1. Scope of Services.
The Consultant will provide the following services related to the selection and contract
negotiation procedure for Engineering Services for Taxiway Improvements at Auburn
Municipal Airport:
1.1 Review of proposed detailed scope-of-services for Engineering contract
1.2 Estimate Labor time and fee cost for provision of task services in the
specified scope (in accordance with FAA guidance circular specified
procedures)
1.3 Confer with and support City staff in efforts to reconcile and negotiate
scope and fee agreement with selected Engineering firm
The Consultant agrees to perform the tasks described above in a good and professional
manner. The Consultant 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. Consultant's Representations.
The Consultant hereby represents and warrants that he has all necessary licenses and
certifications to perform the services provided far herein, and is qualified to perform such
services.
3. Cites esponsibilities.
The City shall do the following in a timely manner so as not to delay the services of the
Consultant:
Page 1 of 6
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 Consultant 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 Consultant to
perform the services provided for herein.
d. Examine and evaluate all studies, reports, memoranda, plans, sketches, and other
documents prepared by the Consultant and render decisions regarding such
documents in a timely manner to prevent delay of the services.
4. Acceptable Standards.
The Consultant shall be responsible to provide, in connection with the services
contemplated in this Agreement, work product and services of a quality and professional
standard consistent with services similarly performed within the Puget Sound region.
5. Compensation.
The CITY shall pay the Consultant for completed work, , at the actual cost, in accordance
with the attached standard fee schedule in Exhibit A, provided that the total amount of
payment to the Consultant shall not exceed Four Thousand and No1100s Dollars
($4,000), without express written modification of the Agreement signed by the CITY.
Exhibit A is attached hereto and by reference made a part of this Agreement. These
charges may include, but are not limited to the following items: direct hourly labor
expended on the scope of services, reproduction fees, communication fees, and mileage.
The billing for non-salary costs, directly identifiable with the project, shall be submitted
as an itemized listing of charges supported by copies of the original bills, invoices,
expense accounts and miscellaneous supporting data retained by the Consultant. The
billing for Reimbursable Costs, shall be invoiced and submitted to the CITY as a multiple
of 1.10 times the cost incurred by the Consultant. Copies of the original supporting
documents shall be supplied to the CITY upon request. All above charges must be
necessary for the services provided under this Agreement.
The Consultant may submit invoices to the CITY during the progress of the work for
partial payment for that portion of the project completed to date. Such invoices will be
approved by the CITY and payment made to the Consultant in the amount approved.
Payment provided in this section shall be full compensation for work performed, services
rendered, and for all materials and incidentals necessary to complete the work. The
Consultant's records and accounts pertaining to this Agreement are to be kept available
for inspection by representatives of the CITY and State for a period of three (3) years
after final payments. Copies shall be made available upon request.
6. Time for Performance and Term of Agreement.
The Term of this Agreement shall commence on the date hereofand shall terminate upon
completion of the performance of the scope of work provided herein, and no later than
June 30, 2007..
7. Ownership and Use of Documents.
Page 2 of 6
All documents, reports, memoranda, diagrams, sketches, plans, surveys, design
calculations, working drawings and any other materials created or otherwise prepared by
the Consultant 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.
8. 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.
9. Continuation of Performance.
In the event that any dispute or conflict arises between the parties while this Contract is in
effect, the Consultant agrees that, notwithstanding such dispute or conflict, the Consultant
shall continue to make a good faith effort to cooperate and continue work toward
successful completion of assigned duties and responsibilities.
10. Administration of Agreement.
This Agreement shall be administered by, on behalf of the Consultant, and by the Mayor
of the City, or designee, on behalf of the City. Any written notices required by the terms
of this Agreement shall be served on or mailed to the following addresses:
City of Auburn Consultant
Finance Department Loran T. Petersen, P.E.
Auburn City Hall ESM Consulting Engineers LLC
25 West Main 3391 S 1st Way South, Suite 200
Auburn, WA 98001-4998 Federal Way, WA 98003
(253) 931-3000 FAX (253) 931-3053
1 i . 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, or if to a person not a party to this Agreement, to the address
designated by a party to this Agreement in the foregoing manner.
Any party may change his, her or its address by giving notice in writing, stating his, her
or its new address, to any other party, all pursuant to the procedure set forth in this
section of the Agreement.
12. Insurance.
The Consultant shall be responsible for maintaining, during the term of this Agreement
and at its sole cost and expense, the types of insurance coverages and in the amounts
described below. The Consultant shall furnish evidence, satisfactory to the City, of all
Page 3 of 6
such policies. During the term hereof, the Consultant shall take out and maintain in full
force and effect the following insurance policies:
a. Commercial General Liability insurance, insuring the City and the Consultant against
loss or damages arising from premises, operations, independent contractors and
personal injury and advertising injury. The City shall be named as an insured under
the Consultant's Commercial General Liability insurance policy with respect to the
work performed for the City, with minimum liability limits of $1,000,000.00
combined single limit for personal injury, death or property damage in any one
occurrence.
b. Such workmen's compensation and other similar insurance as may be required by
law.
c. Automobile Liability insurance covering all owned, non-owned, hired and leased
vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00
O1 or a substitute form providing equivalent liability coverage. If necessary, the
policy shall be endorsed to provide contractual liability coverage.
13. Indemnification.
The Consultant shall indemnify, defend and hold harmless the City and its officers,
agents and employees, or any of them from any and all claims, actions, suits, liability,
loss, costs, expenses, and damages of any nature whatsoever, including attorney fees, by
any reason of or arising out of the negligent act or omission of the Consultant, its officers,
agents, employees, or any of them relating to or arising out of the performance of this
Agreement except for injuries and damages caused by the sole negligence of the City. If
a final judgment is rendered against the City, its officers, agents, employees and/or any of
them, or jointly against the City and the Consultant and their respective officers, agents
and employees, or any of them, the Consultant shall satisfy the same to the extent that
such judgment was due to the Consultant's negligent acts or omissions.
14. 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 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.
15. 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 effect 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.
16. Termination and Suspension.
Page 4 of 6
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 Consultant if the services provided for herein are no longer needed from the
Consultant.
If this Agreement is terminated through no fault of the Consultant, the Consultant shall be
compensated for services performed prior to termination in accordance with the rate of
compensation provided in Exhibit "A" hereof.
17. 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.
18. 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.
19. Applicable Law.
This Agreement and the rights of the parties hereunder shall be governed by the
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 Consultant of the services.
20. 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.
21. 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.
Page 5 of 6
22. 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.
23. 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.
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
eter B. ewis, Mayor
Attest:
Danielle E. Daskam City Clerk
as
Daniel B. Heid`City Attorney
STATE OF WASHINGTON )
ss.
COUNTY OF G ~ )
ESI''IU~ ANT n ~ ~ L G
5 «~s
Name: ~.oru,~t , ~ pc isti-1
Title: ~» NG~P4
ON THIS ~~ day of ~G~~-! , 200 7 ,before me, personally
appeared L n i~, h 7,- .~~~ fG /Se .~I and , to
me known to be the ~/Jr~c, pti) and
of the Consultant, the corporation/company that executed the within and foregoing instrument, and
acknowledged said instrument to be the free and voluntary act and deed of said corporation/company, for
the uses and purposes therein mentioned, and on oath stated that they were authorized to execute said
instrument.
GNEN
seal this 30~" day of ~J G.,.~,,..~~...~ y , 200,2.
~~
_•• '"-t7
~~ ~;it~~av~,..~``~~j .,
C_
NOTARY UBP LIC in and for the State of
Washington, residing at ~~-wr~
My Commission Expires: 1 ~-
EXHIBIT A
C_9 N .S_fl L~ G.__~N G 1 N _E.~f R.~ ~ ~ c ___, _ -~
I ~
STAI+IDIii~b FEE S{~1EDEILE
June 1,2006
Listaed herein is a schedule of tees fot engineering, fanning antl surveysng services most ftequentty petforrrted by E~iVt
COrkstiiting Png-near5, t.t~C. lnvl~lces will be submitted on cflmpletion Of a prajeCt and become due art preserttatiori
t~ lastir~ tOrlger than fotar weeks, monthly progress irrroiCes will be submitted and became due Qn presentatbn
C3ver~me and weekentl vrcjrk will ba Charged at tirne<and-4n€'-ha+C.
Sr. ~. nrtsuttant ,. _ _.. - -- _.S i 72."~
~'InC1D81 Fngirxer->~_,_ --_,_ . e~ t ~f1.OfJ
Sr. Projt~ct Mar~gQr- ~ -
150
Sr.Engir7eer,._.. _..-e:.. ..
.,1-.:~,..._ _.. t~O.Ob
Pri>'jeCt Manager -,:_____ .- ---.--„,...~ 130.D0
Pr~ectEragitlE2r~,..... e,. .~
, _ t22
0U
Enginraerile~.,,,... -
.
w.~._~.d_ ._..... tOfi(?0
Engineer) ~,,w._____ ~.,., _~,...~ ~al~
,Designer t09
A1
v.-~_
t?esigner~_._1.- _
.
~... A._ _~ 101.00
t~oieCt ~rOOtdltiBDDr ,..., ~
.
~ $5.40
-
PSanningMeneger.~.~._... __._
_
, ,-.-
1~tt.00
Sr. PSanner --- 120
46
Planner II -. •...
.
89
00
Planner{. ~,..,.-_ ....
,
- - 66.00
Sr. Landscape l-rcttit=„Ct•.-- y.x 120A0
lertclsC~ Architect it,...a, ~ 101,00
t~nds*;ape Architect t ~ _., - dS00
Principal larttl Sutveyot„>_ -:_._ __ ,__ 160.00
Sr. Regisbst2d Land Surveyor P~..- t 4a.QQ
FiO~lisiet2d Land St-mayot ,.,.._ _._~_:m_ 13h.00
Sr. Survey t Manager ... , .. t 27.00
Survey Protect Maneger~_. _ _- _-_,ti __-.:>s... _ _ t 22.,70
~. SuNey Tect7nician„,~ <. -,~. 10t .OQ
Sun~+T€dtniclan U .~
. 85A0
Survey Techrrcian l .~ a
--_
70
00
Sr. CAflO ttx~~-~...____ >,_. -
,_ .~.
.
vv. ~..._ 99..00
C.AOD Opet$tw II _-, 9240
CA~U Operator I _ _ _._. _.~,.,.,::,," 7300
St. C,t5 Mdiyst..,~ _ ~ u ~. _~ 101.00
GIS Attelyst ~ _ __ -~ :_ ~. ._~ 98,0;]
GIS Anaiyxt i.-__. - _ 73.00
-
tr~l~ - ~ _.__ ~
>~~ 61.i?0
(~fBceAide __..._ _~ . 58.44
TevU-ManSurvzyGrE,v:=., ~ ~-- ---..~__..~ 152.00
1't4ree-FAAn ~r+Tey C;t~,v ~._ - --,.,... _ 21400
pne Man GP3 Gew ,~~ ,.~.u t5d.00
Two•MartC~SCr~w .. -._-.._., 2t0A0
~e Man Scanner Crew___..._..._......_ , ,. .._ ....._.__._._.__.._ ..... .............._...._....__........._ .. 201,00
Tv~~-A~artHt~ScartnetCrew,.__..._..-__..._.-- .._._..._...._ .. .............._....._.._____........_.. ,,...___..._.._.... 252.1
Hazarrttws Site Grew. _ __ s t P5.40
QT1#A CHAfiGES
Per t)ertL_.,.,M~...,..._._ _.~.m~.„ _.,~,,..n,,,a,,,..,v..._.._ $1g9.001Day
Supplies__.._..._„_.w.,.~....--~----~.___.~.,......,.._...... ._.._.~....,,,.~~....~. Cr~s3 + 1~°~
Ch;tside Setvices..._._ ...,,..,,......_.._._.~_---.._.~...,,.a...__....._.____~. .............. Cast + 15%
SpeCialited setvicas Such as for work on hazardous waste sites to be negafaated cn a pr~ijeci bans. ~~ Schedule
sttbpeck t4 adjustnten! trt t8ttect tr~reased ccsts. ti~otls ~danrted after Leo Scb)etlule a;jjustrrten~ will be blued of the
rate in effect of trte tirrte v~rork is performed.
8ti IOrs~Fesscttti6
's7415 161 Way Sawn Tee ~] ~ n33 A„i ?e'"cii !fi25. :.!5 rlic .. : ..
Sudv :9d Fan !4iL N38 ;19L www tsrnn,~1 ron ! - ~ .. ,+~:~:., ~..
Feeor al 'Nav N1~ 93i~Cz 'r,ll F'tt '.Pl`J` 3'.5 G4;: ,;.,, ;! ..~,. ,;a ;, -,