HomeMy WebLinkAbout5192 RESOLUTION NO. 5 1 9 2
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
AUBURN, WASHINGTON, AUTHORIZING THE MAYOR
TO EXECUTE SERVICE AGREEMENT NO. AG-S-088 FOR
SERVICES RELATED TO JOB ORDER CONTRACTING
WITH THE GORDIAN GROUP, INC.
WHEREAS, state law, RCW 39.10.420, authorizes cities with a population of
over 70,000 to award job order contracts and use the job order contracting (JOC)
procedures of state law; and
WHEREAS, there are advantages to the. City of Auburn to utilize JOC, including
procedures that allow better controls on project costing, and that help in ascertaining
and measuring value of projects that could utilize the JOC procedures; and
WHEREAS, the procedures of JOC can move projects along faster to completion
without sacrificing the quality and quantity of work included, often at a reduced cost to
the City; and
WHEREAS, in order to better utilize the procedures of JOC, it would be
advantageous for the City to engage the services of an outside, independent service
provider to develop and maintain a unit cost guide, procedural, technical and
procurement support to City staff; and
WHEREAS, it is appropriate that the costs of such outside, independent
consultant services be paid for as a part of the JOG project for which the services are
rendered.
Resolution No. 5192.
December 16,2015
Page 1 of 1
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
WASHINGTON, HEREBY RESOLVES as follows:
Section 1. The Mayor of the City of Auburn is hereby authorized to execute
Service Agreement No. AG-S-088 with the Gordian Group, Inc. A copy of said
agreement is attached hereto, denoted as Exhibit "1" and is made a part hereof as
though set forth in full herein.
Section 2. Implementation. That the Mayor is authorized to implement such
administrative procedures as may be necessary to carry out the directives of this
legislation.
Section 3. Effective Date. That this Resolution shall take effect and be in full
force upon passage and signatures hereon.
Dated and Signed this /y�day of 4,44u , 2016.
CITY OF AUBURN
I %-•It
'1 AN BACKUS , MAYOR
ATTEST: ---,eel.. Aa2.6)._
Afi _i el.0.4,d10-c
Da ' Ile Daskam, Ci ty Clerk
APPR e ∎ 0 A TO FORM:
IL I
. I A A
Daniel B. `ei•' ity Attorney
Resolution No. 5192
December 16; 2015
Page 2 of 2
CITY OE *,.
® Nancy Backus, Mayor
WASHINGTON 25 West Main Street * Auburn WA 98001-4998 * www.auburnwa.gov * 253-931-3000
February 9, 2016
Ammon T. Lesher
Gordian Group, Inc.
Patewood Drive, Bldg 2, Suite 350
PO Box 75195930
Greensville, SC 29615
RE: Agreement No. AG-S-088
Job Order Contracting Services
Agreement Execution
Dear Mr. Lesher:
Enclosed is an executed copy of the above-referenced Agreement. This letter serves as your
Notice to Proceed. The work authorized under this agreement shall not exceed $100,000.00 per
calendar year and has a completion date of February 4, 2021.
For the City's tracking and record keeping purposes, please reference AG-S-088 on all
correspondence and related material.
We must receive the certificate(s) of insurance, evidencing your insurance coverage and
amendatory endorsements as required per Section 14 of the agreement before we can issue a
Notice to Proceed. Please send the certificate(s) to JoAnne Andersen, Contracts Administration
Specialist Supervisor, at the address listed at the top of this letterhead.
As the project manager, I am the designated contact for this agreement and all amendments.
Questions, assignments and coordination shall be routed through me. You can contact me at
253-804-3118.
Sincerely, ,
,../ -ie '
Jacob18weetin"
Assistant City Engineer
Community Development& Public Works Department
JS/ja/as
Enclosure
cc: Dani Daskam, City Clerk
AG-S-088
AUBURN * MORE THAN YOU IMAGINED
•
CITY OF AUBURN AGREEMENT
FOR JOB ORDER CONTRACTING SERVICES
AG-S-088
THIS AGREEMENT made and entered into on this day o ,
2016 ("Effective Date"), by and between the City of Auburn, a municipal corpo tion of
the State of Washington, hereinafter referred to as "City" and The Gordian Group, Inc.,
hereinafter referred to as the "Provider."
WITNESSETH :
WHEREAS, the City is in need of the services of individuals, employees or firms
for the development, implementation and support of a Job Order Contracting ("JOC")
program; 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:
1. Scope of Services
The Provider agrees to perform in a good and professional manner the tasks
described on Exfiibit" fiichi at hed h o and-by tfiis 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
AG-S-088
Page 1
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
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. Provider's Representations
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 Responsibilities
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. 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 a monthly
AG-S-088
Page 2
invoice or statement of time spent on tasks included in the scope of work provided
herein for the preceding month, 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, subject to any conditions or provisions in
this Agreement or Amendment. The Agreement number and project number for
each Job Order Contract task must appear on all invoices or statements submitted.
The not-to-exceed amount for this agreement is $100,000.00 per calendar
year.
8. Time for Performance and Term of Agreement
This Agreement shall commence on the Effective Date set forth above. 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 within sixty (60) months of the
Effective Date.
9. Ownership and Use of Documents
Excluding the Proprietary Information set forth in the JOC System License included
in Exhibit A, 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 Randy Horn, 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:
AG-S-088
Page 3
City of Auburn The Gordian Group
Jacob Sweeting Ammon T. Lesher
Assistant.City Engineer Vice President of Legal Affairs
25 W Main St 30 Patewood Drive, Suite 350
Auburn,WA 980014998 Greenville, SC 29615
Phone: 253-804-3118 Phone: 800-874-2291
Fax: 253-804-3114 Fax: 864-233-9100
E-mail:jweeting@auburnwa.gov E-mail: a.lesher @thegordiangroup.com
13. Notices II
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
AG-S-088
Page 4
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.
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.
AG-S-088
Page 5
•
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, such
consent not to be unreasonably withheld. 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.
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, sexual
orientation, 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.
AG-S_-088
Page 6
The City may terminate this Agreement upon not less than thirty (30) 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.
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.
AG-S-088
Page 7
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.
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 THE GORDIAN GROUP, INC.
1.6A _ ) 2 /
Nancy Bac it ayor Signature
Name:A in /. /e4-4er•
Attest: Title: *4. 1;'•40,5, .17`; k 155 I Wit-Airy
Danielle Daskam City Clerk Signat e
Name: . _ec:, ...E Keever-
Approved as to form: Title: C{,; 1:40a0c;r4 0cg«. ` S,acn
r..asS Q Federal Tax ID No: 5�— /50C3 7
aniel B. Heid, City Attorney
AG-S-088
Page 8
•
Exhibit A
Scope of Services
Provider will perform the duties and responsibilities specified below:
I. JOC Complete Solution
1. JOC System License - Provider shall provide the City with a license to
use Provider's proprietary JOC System as set forth in this Exhibit A, "JOC
System License."
2. Unit Price Book - Provider shall prepare a customized unit price book,
known as a Construction Task Catalog®, containing prices covering
material, equipment and labor costs for various units of construction
selected by the City, and adjusting these costs to current market
conditions. Only local prevailing wages and local material and equipment
costs (obtained directly from local subcontractors and suppliers) to price
the Construction Task Catalog shall be used. The use of generic factors to
localize prices is not acceptable. Unit prices for demolition shall be
provided for each construction task. Every cost to install an item or unit
shall be accompanied by a corresponding cost to remove the same item
or unit. Tasks may have several modifiers which adjust the price for
variations-in-materials-orfor-quantity-discounts.
3. Technical Specifications - Provider shall prepare and publish Technical
Specifications describing the materials, performance and installation
requirements for each of the construction tasks listed in the Construction
Task Catalog. Where available, the City's standard specifications shall be
incorporated into the Technical Specifications for each Construction Task
Catalog.
4. Contractual Terms and Conditions and Bid Forms - Provider shall
prepare, in conjunction with City staff, general terms and conditions and
bid forms which incorporate JOC language and forms with all appropriate
City contract language and forms.
AG-S-088
Page 9
5. Information Management System - Provider shall provide the City with
access to the eGordian® JOC information management application
("IMS") for an unlimited number of City and JOC contractor users. The
IMS must be capable of providing full project tracking, developing cost
proposals, preparing independent City estimates, generating all project
documentation, providing project scheduling, budgeting and cost control,
tracking subcontractor participation, and generating standard reports for
the City.
6. Procurement Support - Provider shall provide the City with procurement
support to market the City JOC Program to potential JOC contractors.
Provider shall organize and conduct pre-bid meetings with interested
bidders and make presentations ;on behalf of the City, with various
business and contracting organizations. Provider's personnel assigned to
perform procurement support must have a level of JOC procurement
experience that is acceptable to the City. During the development and
implementation of the JOC program, Provider will conduct informational
meetings with representatives from the construction community within the
City.
7. Training Program Provider shall develop and conduct all training
programs for the City and JOC contractor staff to ensure the JOC program
functions properly. The training programs must include specialized
training courses that will involve all parties utilizing and administering the
JOC—program—The-training-programs-must include-extensive-training-on-
the use of the JOC 1MS. All training shall be "hands on" with functional
use and individual performance as the objective. Actual City projects that
the City plans to perform through JOC must be included in the training
programs.
8. JOC Program Development - Provider shall provide development,
implementation, and on-going support of the City JOC program, including
development of the execution procedures that will be used to operate the
City JOC program and participating in informational meetings with City
representatives.
9. On-Going Technical Support - Provider shall provide ongoing technical
support during normal business hours, including, but not limited to,
assisting the City with JOC program execution, analysis of task order
AG-S-088
Page 10
proposals, troubleshooting and continuous system monitoring, updated
contract documents, assistance with the procurement of additional JOC
contractors, providing the City with access to applicable updates and
revisions to the IMS, technical support for the JOC IMS, and providing
training for new City staff and JOC contractors. Providing on-going
technical support is considered a vital component to ensuring a successful
City JOC program.
10. Job Order Development - In addition, Provider will assist with the
developing of Job Orders from project identification to issuance of the Job
Order by performing the following services:
a. Project Identification - When a project is identified, a Provider
Account Manager will assist City staff with determining whether the
project is appropriate for JOC.
b. Joint Scope Meeting - A Provider Account Manager will quickly
schedule a Joint Scope Meeting at the project site to help the City and
the JOC contractor agree on the details of the work that the JOC
contractor will perform. The scoping process allows the JOC
contractor to inspect the site and ask questions before submitting a
Price Proposal.
c. Develop Detailed Scope of Work - Next Provider will assist in
preparing-a-Detailed-Scope-of-Work-that-describes-the-work-the JOC
contractor will perform. Provider will also assist with resolving issues
when project plans and actual conditions vary.
d. Request for Price Proposal - After all parties are in agreement that
the Detailed Scope of Work properly reflects the work to be performed,
the Provider Account Manager will send the Detailed Scope of Work
and a Request for Proposal to the JOC contractor.
e. Preparation of Price Proposal - Next, the JOC contractor prepares
and submits a Price Proposal by selecting the appropriate tasks from
the Construction Task Catalog. Provider's IMS will automatically
multiply the unit price of the task by the required quantities times the
JOC contractors competitively bid adjustment factor.
AG-S-088
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f. Price Proposal Review Then, a Provider Account Manager will
review the Price Proposal to make sure the JOC contractor has
selected the appropriate tasks and quantities and shall ask the JOC
contractor to make any required changes. Provider shall also obtain
and review any City required information submitted by the JOC
contractor such as a construction schedule and list of proposed
subcontractors. Then, the Provider Account Manager shall submit the
Price Proposal and related documents to the City.
g. Issue Job Order Once the City approves the Price Proposal and
related documents, and decides to move forward with the project, the
City will be responsible for the, issuance of a purchase order to the
selected JOC contractor and the management of the construction
work.
II. Optional Services
Project Management
On a project-by-project basis, Provider will provide project management services
to the City, to be requested by the City in its sole discretion. The project management
services shall include the following:
1. Preconstruction Provider's project manager will assist the City in
determining whether professional design services are required and
conduct a pre-construction meeting with the City 's representative(s), the
JOC contractor and, if applicable, the architect or engineer to review the
basic project parameters and funding. Where design services are
required, the project manager will work with the architects or engineers to
coordinate necessary studies and design standards, and deliver plans and
specifications that maximize the benefits of JOC for each City project.
Next, the project manager will coordinate and share any preconstruction
information with the City, the JOC contractor and other appropriate
parties, and will assist in the coordination of the JOC contractor obtaining
the necessary permits.
2. Site Visit- During construction, Provider's project manager will monitor the
JOC contractor's work in-progress, manage the JOC contractor's
AG-S-088
Page 12
compliance with the approved safety plan and complete a report for each
site visit.
3. Communicate - Provider's project manager will provide weekly
construction status reports to the City, conduct project progress meetings
with all JOC contractors and staff on a periodic basis, and coordinate any
required technical and code inspections.
4. Supplemental Job Orders - In the event there are unforeseen conditions
or the City requests changes to the scope after the work has begun,
Provider's project manager will analyze and process a supplemental Job
Order by utilizing the procedures used to develop the initial Job Order.
5. Approvals - Provider's project manager will review and approve, or direct
necessary revisions to, the JOC contractor's applications for payment and
obtain the City's approval of the work. Final acceptance of the work will be
the responsibility of the City. Technical and code inspections will be the
responsibility of the appropriate inspection agencies.
6. Project Close-out - As the final step in the process, Provider's project
manager will enter all Job Order related information into the eGordian®
information management system and collect any required as-builts,
warranties, etc., from the JOC contractor.
JOG—S-- STEM-L-IGENFSE
The Gordian Group, Inc. ("Gordian") hereby grants to the City of Auburn (the
"City"), and the City hereby accepts from Gordian for the term of this Agreement, a
non- exclusive, non-transferrable right, privilege and license to Gordian's Job Order
Contracting ("JOC") System and other related proprietary materials (collectively
referred to as "Proprietary Information") to be used for the sole purpose of operating
the City's JOC program. The parties hereby agree that Proprietary Information shall
include, but is not limited to, the eGordian® applications and support documentation,
Construction Task Catalog® and construction cost data, training materials and other
proprietary materials provided by Gordian. In the event this Agreement expires or
terminates as provided herein, this JOC System License shall terminate and the City
shall return to Gordian all Proprietary Information in the City's possession.
The City acknowledges that disclosure of Proprietary Information will result in irreparable
harm to Gordian for which monetary damages would be an inadequate remedy and
agrees that no such disclosure shall be made to anyone without first receiving the
AG-S-088
Page 13
I
written consent of Gordian, except as required by law. The City further acknowledges
and agrees to respect the copyrights, registrations, trade secrets and other
proprietary rights of Gordian in the Proprietary Information during and after the term
of this Agreement and shall at all times maintain complete confidentiality with regard
to the Proprietary Information provided to the City, except as required by law.
Gordian agrees to grant a license to each contractor that is awarded a JOC contract by
the City, provided the JOC contractor agrees to pay Gordian's contractor license fee in
effect when the City awards the JOC contract, and provided the City includes
licensing language in the JOC contract similar inform to this JOC System License.
Upon expiration or termination of this Agreement as provided herein, Gordian shall
provide all data generated by the City in a form accessible by a standard database
program, such as Microsoft®Access®.
In the event of a conflict in terms.and conditions between this JOC System License and
any other terms and conditions of any agreement, purchase order or other similar
purchasing document issued by the City, this JOC System License shall take
precedence.
AG-S-088
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Exhibit B
Compensation
In consideration of the services provided set forth in Article I of Exhibit A, including the
JOC System License and Job Order development services, Provider shall be paid
according to the following schedule:
City License Fee: The City shall pay Provider a License Fee
equal to One and Ninety-Five Hundredths
Percent (1.95%) of the value of the work
ordered; and
Job Order Development Fee: The City shall pay Provider a Job Order
Development Fee of Three and Five
Hundredths Percent (3.05%) of the value of the
work ordered.
The City License Fee and Job Order Development Fee shall be payable when a Job
Order is issued to the JOC contractor.
Optional Services
In consideration of the optional project management services set forth in Article II of
Exhibit A, to be provided on a project-by-project basis and only upon request from the
City, Provider shall, in addition to the applicable fees set forth herein, be paid a Project
Management fee according to the following schedule:
Proiect Management Fee: The City shall pay Provider a Project
Management Fee equal to Five and Ninety-
Five Hundredths Percent (5.95%) of the value
of the work ordered.
The Project Management fee will be payable when construction of a Job Order has
been completed and accepted by the City, except at the election of Provider, the fee for
Job Orders requiring more than 60 days to complete shall be payable monthly on a
percentage of completion basis.
AG-S-088
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