HomeMy WebLinkAbout2021-08-19 - RH2 Engineering - General Agreements / General Service Agreements - 2021-02Professional Services Agreement for
Hamilton Street Improvements
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4.3. Non-appropriation of funds. The current fiscal period is
January 1, 2021 to December 31, 2021. If the East Wenatchee City Council does
not appropriate sufficient funds for any future fiscal period: the City will not be
obligated to pay for services or amounts incurred after the end of the current
fiscal period; this Agreement will terminate after Contractor completes all
remaining Exhibit A services for which funds are allocated, and the City will not
incur any penalty or expense if this provision applies.
5. Contractor’s Services. Exhibit A is attached and incorporated into this
Agreement. Contractor must perform Services specifically described in Exhibit A,
under the direction of the Mayor or her designee, in a manner consistent with the
accepted professional practices for other similar services within the North Central
Washington region, to the City’s satisfaction, and within the time period prescribed
in this Agreement. Acceptance of the Services are subject, at all times, to the City’s
inspection and approval. Contractor must cooperate with and freely participate in
any monitoring or evaluation activities conducted by the City that are pertinent to
the intent of this Agreement. If the City fails to inspect or approve, however,
Contractor must continue to perform services, notwithstanding the City’s knowledge
of defective or non-complying performance, its substantiality, or the ease of its
discovery.
6. Warranties. Contractor warrants that:
6.1. It has the requisite training, skills, and experience necessary to complete the
Services.
6.2. It is accredited and licensed by all applicable agencies and government
entities, including a City of East Wenatchee business license.
7. Compensation.
7.1. Amount. In return for Contractor performing the Services set forth in Section 5,
the City will pay Contractor an amount not to exceed $118,202.
7.2. Rates. Exhibit B is attached and incorporated into this Agreement. The
City will pay Contactor according to the rates set forth in Exhibit B. Contractor
agrees that any rates set forth in Exhibit B will remain locked and are the
negotiated rates for the Term of this Agreement.
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7.3. Method. Contractor will submit a monthly invoice to the City in a form
specified by the City. The monthly invoice must detail the services performed
during the month, detail the number of hours spent performing such services,
and detail any reimbursable costs and expenses incurred with performing such
services. Contractor must also submit a final invoice upon completing all
services. The City will pay only after Contractor has performed the services and
within 30 days after the appropriate City representative has approved the
invoice.
7.4. Disputed services. If the City believes in good faith that Contractor has
not satisfactorily performed a service, the City may request that Contractor
correct the service before the City pays for such service. In such event, the City
must reasonably explain to Contractor its concerns over the service and the
remedy that the City expects from Contractor. The City may withhold from any
payment otherwise due an amount that the City believes is under dispute. If
Contractor does not provide a sufficient remedy, the City may retain the amount
equal to the cost to the City until the City is satisfied with the provided remedy.
7.5. Taxes. Contractor is solely responsible to pay any tax imposed by any
lawful jurisdiction on any compensation received under this Agreement.
7.6. Advance Payment Prohibited. The City does not accept requests for
early payment, down payment, or partial payment.
8. Indemnification.
8.1. Contractor Indemnification. Contractor agrees to release, indemnify,
defend, and hold the City, its elected officials, officers, employees, agents,
representatives, insurers, attorneys and volunteers harmless from any and all
claims, demands, actions, suits, causes of action, arbitrations, mediations,
proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses,
fines, fees, penalties expenses, reasonable attorney’s fees, costs, and/or litigation
expenses to or by any and all persons or entities, including, without limitation,
their respective agents, subcontractors, employees, licensees, or representatives;
arising from, resulting from, or in connection with this Agreement or the acts,
errors or omissions of Contractor in performance of this Agreement, except for
that portion of the claims caused by the City's sole negligence. 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
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persons or damages to property caused by or resulting from the concurrent
negligence of Contractor and the City, Contractor's liability, including the duty
and cost to defend, hereunder is only to the extent of Contractor's negligence.
Contractor must ensure that each sub-contractor agrees to defend and indemnify
the City, its elected officials, officers, employees, agents, representatives,
insurers, attorneys, and volunteers to the extent and on the same terms and
conditions as Contractor pursuant to this paragraph. The City's inspection or
acceptance of any of Contractor’s work when completed is grounds to avoid any
of these covenants of indemnification.
8.2. Industrial Insurance Act Waiver. Contractor specifically and
expressly waives any immunity that may be granted to it under the Washington
State industrial insurance act, Title 51 RCW, solely for the purposes of this
indemnification. Contractor's indemnification is not be limited in any way by any
limitation on the amount of damages, compensation or benefits payable to or by
any third party under workers' compensation acts, disability benefit acts or any
other benefits acts or programs. The Parties acknowledge that they have
mutually negotiated this waiver.
8.3. Intellectual Property. Contractor releases and will defend, indemnify
and hold harmless the City from and against all claims, cost, liabilities, damages,
expenses (including but not limited to reasonable attorney fees) and royalties
based upon any actual or alleged infringement or misappropriate of any patent,
copyright, trade secret, trademark, or other intellectual property right by any
work. Further, if any work infringes or misappropriates any patent, copyright,
trade secret, trademark or other intellectual property right, Contractor must
either (a) procure for the City the right to use such work; or (b) modify work so
that it no longer infringes or misappropriates any such right.
8.3.1. Copyrights and use of Materials. Contractor hereby assigns to
the City all right, title, and interest, including, but not limited to, copyright
and all copyright rights, in all Materials created by Contractor in its
performance under this Agreement and/or delivered to the City hereunder
and must execute any documents necessary to effectuate such assignment. If
Contractor uses any individual who is not a full-time employee of Contractor
or entity to perform any work required of it pursuant to this Agreement,
Contractor must require said individual or entity to sign an agreement
containing identical wording as the foregoing with the exception that word
“Contractor” is to be replaced with the individual’s or entity’s name.
Materials constitute all written and other tangible expressions, including, but
not limited to, drawings, documents, reports, surveys, renderings, exhibits,
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models, prints, photographs, etc. All Materials furnished by the Contractor
hereunder are the property of the City. If either party terminates this
Agreement for any reason, the City has the right to receive, and Contractor
must promptly provide to the City, all drawings, documents, reports, surveys,
renderings, exhibits, models, prints, photographs, and other materials
prepared by the City for the Services. In the event of termination, and
notwithstanding any dispute regarding the amount to be paid under this
Agreement, the City retains the right to receive and use any such documents
or materials.
8.4. City Indemnification. The City agrees to release, indemnify, defend and
hold Contractor, its officers, directors, shareholders, partners, employees,
agents, representatives, insurers, attorneys, and sub-contractors harmless from
any and all claims, demands, actions, suits, causes of action, arbitrations,
mediations, proceedings, judgments, awards, injuries, damages, liabilities,
losses, fines, fees, penalties expenses, reasonable attorney’s fees, costs, and/or
litigation expenses to or by any and all persons or entities, including without
limitation, their respective agents, licensees, or representatives, arising from,
resulting from or connected with this Agreement to the extent solely caused by
the negligent acts, errors, or omissions of the City.
8.5. Survival. Each provision of Section 8 survives the expiration or
termination of this Agreement with respect to any event occurring prior to such
expiration or termination.
9. Insurance. Contractor must carry insurance for liability which may arise from or in
connection with the performance of the Services or work by Contractor, its agents,
representatives, employees or subcontractors for the duration of the Agreement and
thereafter with respect to any event occurring prior to such expiration or termination
as follows:
9.1. Minimum Limits. Contractor agrees to carry as a minimum, the
following insurance, in such forms and with such carriers who have a rating that
is satisfactory to the City:
9.1.1. Commercial general liability insurance covering liability arising from
premises, operations, independent contractors, products-completed
operations, stop gap liability, personal injury, bodily injury, death, property
damage, products liability, advertising injury, and liability assumed under
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an insured contract with limits no less than $1,000,000 for each occurrence
and $1,000,000 general aggregate.
9.1.2. Workers' compensation and employer's liability insurance in amounts
sufficient pursuant to the laws of the State of Washington.
9.1.3. Automobile liability insurance covering all owned, non-owned, hired and
leased vehicles with a minimum-combined-single limit in the minimum
amounts required to drive under Washington State law per accident for
bodily injury, including personal injury or death, and property damage.
9.1.4. Professional liability insurance with limits no less than $1,000,000 per
claim and $1,000,000 policy aggregate for damages sustained by reason of
or in the course of operation under this Agreement, whether occurring by
reason of acts, errors or omissions of Contractor.
9.2. No Limit of Liability. Contractor’s maintenance of insurance as
required by the agreement does not limit the liability of Contractor to the
coverage provided by such insurance, or otherwise limit the City’s recourse to
any remedy available at law or in equity. Contractor’s insurance coverage is the
primary insurance as respect the City. Any insurance, self-insurance, or
insurance pool coverage maintained by the City is in excess of Contractor’s
insurance and does not contribute with it.
9.3. Additional Insured, Verification. The City must be named as
additional insured on all commercial general liability insurance policies.
Concurrent with the execution of this Agreement, Contractor must provide
certificates of insurance for all commercial general liability policies attached
hereto as Exhibit C and incorporated by this reference. At the City's request,
Contractor must furnish the City with copies of all insurance policies and with
evidence of payment of premiums or fees of such policies. If Contractor's
insurance policies are "claims made," Contractor is required to maintain tail
coverage for a minimum period of three years from the date this Agreement is
actually terminated or upon project completion and acceptance by the City.
9.4. Survival. Each provision of Section 9 survives the expiration or
termination of this Agreement with respect to any event occurring prior to such
expiration or termination.
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10. Independent Contractor. Contractor is an independent contractor. No
employee relationship with the City and Contractor, its agents, employees,
subcontractors is implied or created through this Agreement or performance of the
Services. Contractor is responsible for the performance of any work performed by its
subcontractors and agents as if it had performed the work itself.
10.1. Control. Contractor has the ability to control and direct the performance
and details of its work and is solely responsible for the results obtained through
performance of the services. And the City is interested only in the results
obtained under this Agreement.
10.2. Benefits. The City is neither liable, nor obligated to pay Contractor,
Contractor’s employees, or Contractor’s agents sick leave, vacation pay, or
holiday pay. The City is neither liable, nor obligated to pay Contractor,
Contractor’s employees, or Contractor’s agents any social security or other tax or
any other benefit of employment which may arise as an incident of employment.
10.3. Safety. Contractor must take all necessary precautions and is responsible
for the safety of its employees, agents, and subcontractors in the performance of
the contract work and must utilize all protection necessary for that purpose. All
work is done at Contractor’s own risk, and Contractor is responsible for any loss
of or damage to materials, tools, or other articles used or held for use in
connection with the work.
10.4. Taxes. Contractor must pay all income and other taxes due except as
specifically set forth in this Agreement.
10.5. Insurance. Industrial or any other insurance that is purchased for the
benefit of the City, regardless of whether such may provide a secondary or
incidental benefit to Contractor, does not convert this Agreement into an
employment contract.
10.6. Notice. If Contractor is a sole proprietorship or if this Agreement is with
an individual, Contractor agrees to notify the City and complete any required
form if Contractor is retired under a State of Washington retirement system and
agrees to indemnify any losses the City may sustain through Contractor’s failure
to do so.
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11. Property and Confidential Information. Without the prior, written consent of
the City, Contractor may not disclose to third parties information that is not
otherwise subject to public disclosure unless: (1) The information is lawfully known
to Contractor prior to the effective date of this Agreement; (2) The information is in
the public domain prior to the time of disclosure by Contractor other than through a
breach of this Agreement or through other acts or omissions of Contractor; or (3)
The information is received by Contractor from a third party who does not have an
obligation to keep the same confidential.
12. Work Product. All work product, including records, files, documents, plans,
computer disks, magnetic media or material which may be produced or modified by
Contractor while performing services pursuant to this Agreement belongs to the City.
At the termination of this Agreement, Contractor must deliver copies of files
containing the written record of Contractor's work. Until at least 12 months
following final payment, Contractor must provide the City prompt access to (and the
City has the right to examine, audit and copy) all of Contractor's books, documents,
papers and records related to the work. Reuse or modification of work products
other than as intended for this Agreement and without the written authorization
from the Contractor shall be without liability to the Contractor.
13. Conflict of Interest. The Parties recognize that Contractor may perform
professional services during the Term for other entities. Contractor agrees, however,
that it may not perform other professional services during the Term that conflict
with or interfere with Contractor’s ability to perform Services. Contractor agrees to
resolve any conflict of interest that may arise in the City’s favor. Contractor confirms
that it does not have and will not enter into a business interest or a family
relationship with any elected official or employee of the City or has already disclosed
such business interest or family relationship to City. Should such a business interest
or family relationship become evident after the Agreement is formed, contractor
must disclose that business interest or family relationship to City in a timely manner.
14. Books and Records. Contractor agrees to maintain books, records, and
documents which sufficiently and properly reflect all direct and indirect costs related
to the performance of the Services and maintain such accounting procedures and
practices as may be deemed necessary by the City to assure proper accounting of all
funds paid pursuant to this Agreement. Contractor records shall include but not be
limited to accounting records (hard copy, as well as computer readable data if it can be
made available); contracts; payroll records; subconsultant agreements; vendor
agreements; purchase orders; leases; original estimates; estimating work sheets;
correspondence; receipts; memoranda; and any other supporting evidence deemed
necessary to substantiate charges under this agreement. These records are subject, at
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all reasonable times, to inspection, review or audit by the City, its authorized
representative, the State Auditor, or other governmental officials authorized by law
to monitor this Agreement.
15. Public Records Act.
15.1. Contractor understands and agrees that the records it obtains or
produces under this Agreement are public records under chapter the Public
Records Act (42.56 RCW). Contractor acknowledges that, through this
Agreement, it is operating as an arm of government and that it is obligated
to assist the City in retaining and producing records that are subject to the
Public Records Act, and that the failure to do so constitutes a material
breach of this Agreement, and that Contractor must defend and hold the
City harmless from liability under the law.
15.2. Contractor agrees to comply with the Public Records Act, Chapter
42.56 RCW, Preservation and Destruction of Public Records Act, Chapter
40.14 RCW, and Local Records Disposition Authorization, Chapter 434-635
WAC, as they pertain to this agreement.
15.3. Contractor agrees to keep and maintain the records it obtains or
produces under this Agreement for 6 years after the termination of this
Agreement.
15.4. Contractor must cooperate in a timely manner with the City in
responding to a public records request for records obtained or produced
under this Agreement or the services provided under this Agreement. Such
cooperation includes searching all records regarding the Services described
in this Agreement and producing all records that are potentially responsive
to a public records request to the City.
15.5. Contractor may not charge the City for the time spent gathering and
producing electronic records pursuant to a public records request. Contractor
may charge the City for making copies of requested records according to the
fee schedule set forth in RCW 42.56.120.
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15.6. Contractor agrees to pay the City for any damages, attorney’s fees, or
costs that the City incurs if Contractor fails to produce a timely, responsive
record to a public records request.
15.7. Survival. Each provision of Section 15 survives the expiration or
termination of this Agreement.
16. Equal Opportunity Employer. In all services, programs, activities, hiring, and
employment made possible by or resulting from this Agreement or any subcontract,
there must be no discrimination by Contractor or its subcontractors of any level, or
any of those entities’ employees, agents, subcontractors, or representatives against
any person because of sex, sexual orientation, age (except minimum age and
retirement provisions), race, color, religion, creed, color, national origin, marital
status, honorably discharged veteran or military status, or the presence of any
disability, including sensory, mental or physical handicaps, unless based upon a
bona fide occupational qualification in relationship to hiring and employment. This
requirement applies, but not be limited to the following: employment, advertising,
layoff or termination, rates of pay or other forms of compensation, and selection for
training, including apprenticeship. Contractor must comply with and must not
violate any of the terms of Chapter 49.60 RCW, Title VI of the Civil Rights Act of
1964, the Americans With Disabilities Act, Section 504 of the Rehabilitation Act of
1973, Section 109 of the Housing and Community Development Act of 1974, 49 CFR
Part 21, 21.5 and 26, or any other applicable federal, state, or local law or regulation
regarding non-discrimination.
17. Social Equity Requirements. During the performance of this Agreement,
Contractor, for itself, its assigns and successors in interest agree as follows:
17.1. Compliance with Regulations. Contractor must comply with the
Regulations relative to nondiscrimination in federally assisted programs of the
United States Department of Transportation (“USDOT”), Title 49, Code of
Federal Regulations, Part 21, as they may be amended from time to time.
17.2. Nondiscrimination. With regard to the work performed by Contractor,
Contractor must not discriminate on the grounds of race, color, age, sex, marital
status, sexual orientation, gender identity, creed, religion, ancestry, national
origin, honorably discharge veteran or military status, or the presence of or any
sensory, mental, or physical handicap, unless based upon a bone fide
occupational qualification, in the selection and retention of subcontractors,
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including procurement of materials and leases of equipment. Contractor must
not participate either directly or indirectly in the discrimination prohibited by
Section 21.5 of Title 49 of the Federal Regulations.
17.3. Courtesy. Contractor will ensure that its respective employees,
agents, and subcontractors conduct themselves in a courteous and expeditious
manner. The use of abusive, indecent, offensive, coarse, or insulting language, or
any form of harassment is prohibited and will not be tolerated. Contractor’s
employees, agents, and subcontractors will be competent and hold appropriate
licenses and endorsements. The City may require the removal of any employee
or subcontractor of Contractor for misconduct or incompetent or negligent
performance. Such persons will not be allowed to perform services under this
Contract without the written consent of the City.
17.4. Solicitations for Subcontracts, Including Procurements of
Materials and Equipment: In all solicitations, either by competitive bidding,
or negotiation made by the contractor for work to be performed under a
subcontract, including procurements of materials, or leases of equipment, each
potential subcontractor or supplier will be notified by the contractor of the
contractor's obligations under this contract and the Acts and the Regulations
relative to Non-discrimination on the grounds of race, color, or national origin.
17.5. Information and Reports. Contractor must provide all information
reports required by the Regulations or directives issued pursuant thereto, and
must permit access to his books, records, counts, or other sources of information
and its facilities as may be determined by the contracting agency or the
appropriate Federal agency to be pertinent to ascertain compliance with such
Regulations, orders and instructions. Where any information required of
Contractor is in the exclusive possession of another who fails or refuses to
furnish this information, Contractor must so certify to WSDOT or the USDOT as
appropriate, and must set forth what efforts were made to obtain the
information.
17.6. Sanctions for noncompliance. In the event of the Contractor's
noncompliance with the nondiscrimination provisions of this contract, the
contracting agencies will impose such contract sanctions as it or the USDOT may
determine to be appropriate, including, but not limited to:
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17.6.1. Withholding of payments to Contractor under the Agreement until
Contractor complies, and/or;
17.6.2. Cancellation, termination, or suspension of contract, in whole or in part.
17.7. Incorporation of Provisions: The contractor will include the
provisions of paragraphs one through six in every subcontract, including
procurements of materials and leases of equipment, unless exempt by the Acts,
the Regulations and directives issued pursuant thereto. The contractor will act
with respect to any subcontract or procurement as the Recipient or the
Washington State Department of Transportation may direct as a means of
enforcing such provisions including sanctions for noncompliance. Provided, that
if the contractor becomes involved in, or is threatened with litigation by a
subcontractor, or supplier because of such direction, the contractor may request
the Recipient to enter into any litigation to protect the interests of the Recipient.
In addition, the contractor may request the United States to enter into the
litigation to protect the interests of the United States.
18. Venue. The venue for any legal dispute regarding this Agreement is Douglas
County Superior Court.
19. Dispute Resolution. The parties mutually intend to establish procedures to
facilitate the informal and inexpensive resolution of all disputes arising under this
Agreement, by mutual cooperation and without resort to litigation. Accordingly, all
disputes involving this transaction, or between the parties hereto with respect to the
subject matter hereof, must be resolved in a final and binding manner in accordance
with the following procedures. Whether or not mediation/arbitration is under way,
any party may have full access to the courts to compel compliance with the
provisions of this Article and to enforce or confirm an arbitration award.
19.1. Negotiation. The parties agree to first attempt to negotiate a mutually
satisfactory resolution to the dispute as follows:
19.1.1. The complaining party must notify (in the manner required in this
Agreement) the other parties of the alleged dispute, controversy, claim or
breach of contract (hereinafter “Dispute’) by explaining in writing the nature
of the Dispute, and referring to the relevant paragraphs of this Agreement
upon which it bases its position regarding the Dispute. The complaining
party must also set forth in such notice a proposed solution to the Dispute;
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19.1.2. The parties receiving such notice must respond by notice individually to
the complaining party within twenty days of the effective date of the
complaining party’s notice, with an explanation of its defensive position, if
any, including references to the relevant paragraphs of the Agreement and a
response to the proposed solution; and
19.1.3. Within twenty days following notice of this defensive response, the parties
must meet and discuss options for resolving the Dispute; the complaining
party must initiate the scheduling of this resolution meeting. In the event a
party fails to cooperate in scheduling the resolution meeting, then the
complaining party may elect to skip the negotiation and mediation
procedures and immediately proceed with arbitration.
19.1.4. Mediation. If the parties are unable to satisfactorily resolve the Dispute
through such negotiation, mediation must be held within thirty days of an
unsuccessful resolution meeting. The mediation will be governed by and
under the then-applicable rules of JAMS/Endispute (“JAMS”) in Chelan
County. The complaining party must contact JAMS to schedule the
mediation. The parties may agree on a mediator from the JAMS panel. If
they are unable to agree, the parties will request JAMS to designate a
mediator for the Parties.
20. General Provisions.
20.1. Interpretation and Modification. This Agreement, together with any
attached Exhibits, contains all of the agreements of the Parties with respect to
any matter covered or mentioned in this Agreement. No prior statements or
agreements, whether oral or written, are effective for any purpose. Should any
language in any Exhibits to this Agreement conflict with any language in this
Agreement, the terms of this Agreement prevail. The respective captions
contained in this Agreement are inserted for convenience of reference only and
do not modify or otherwise affect any of the provisions of this Agreement. If a
provision of this Agreement is declared invalid, inoperative, null and void, or
illegal, all other provisions of this Agreement remain in full force and effect. Any
act done by either Party prior to the effective date of the Agreement that is
known by the other party and is consistent with the authority of the Agreement
and compliant with the terms of the Agreement, is hereby ratified as having been
performed under the Agreement. Neither party may amend, waive, or modify a
provision of this Agreement, except by written agreement signed by duly
authorized representatives of the Parties.
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20.2. Assignment and Beneficiaries. Neither Contractor nor the City has
the right to transfer or assign, in whole or in part, any or all of its obligations and
rights hereunder without the prior written consent of the other Party. If the non-
assigning party gives its consent to any assignment, the terms of this Agreement
continue in full force and effect and no further assignment may be made without
additional written consent. Subject to the foregoing, the rights and obligations of
the Parties inure to the benefit of and be binding upon their respective
successors in interest, heirs and assigns. This Agreement is made and entered
into for the sole protection and benefit of the Parties hereto. No other person or
entity has any right of action or interest in this Agreement based on any
provision set forth herein.
20.3. Compliance with Laws. Contractor must comply with and perform the
Services in accordance with all applicable federal, state, local, and city laws
including, without limitation, all City codes, ordinances, resolutions, regulations,
rules, standards and policies, as now existing or hereafter amended, adopted, or
made effective.
20.4. Enforcement. Time is of the essence of this Agreement and each and all
of its provisions in which performance is a factor. Adherence to completion dates
set forth in Exhibit A is essential to Contractor's performance of this Agreement.
Any notices required to be given by the Parties must be delivered at the
addresses set forth at the beginning of this Agreement. Any notices must be
deposited in the United States mail, postage prepaid, to the address set forth
above and must be emailed to the address set forth above. Any notice so posted
in the United States mail is deemed received three days after the date of mailing.
Any remedies provided for under the terms of this Agreement are not intended
to be exclusive but are cumulative with all other remedies available to the City at
law, in equity or by statute. The failure of the City to insist upon strict
performance of any of the covenants and agreements contained in this
Agreement, or to exercise any option conferred by this Agreement in one or more
instances is not a waiver or relinquishment of those covenants, agreements or
options, and the same remain in full force and effect. Failure or delay of the City
to declare any breach or default immediately upon occurrence does not waive
such breach or default. Failure of the City to declare one breach or default does
not act as a waiver of the City's right to declare another breach or default.
20.5. No Gifts and Gratuities. Contractor may not offer, nor may a City
employee or official accept gifts, gratuities, loans, trips, favors, special discounts,
work, or anything of economic value in conjunction with the City business
practices. Contractor and City employees and City officials must strictly adhere
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to the statutes and ordinances for ethics in contracting and purchasing,
including the City Ethics Code, RCW 42.23 (Code of Ethics for Municipal
Officers) and RCW 42.52 (Ethics in Public Service). This is applicable to any
business practice, whether a contract condition, bid practice, or at any activity
related to the City business.
20.6. Personal Liability. The parties agree that no official, officer, employee,
or agent of the City is in any way liable or responsible for any covenant or
Contract herein contained whether express or implied, nor for any statement of
representation made herein or in any connection with this Contract.
20.7. Attorney’s Fees. If any legal action or other proceeding is brought for
the enforcement of this Agreement, or because of an alleged dispute, breach,
default, or misrepresentation in connection with any of the provisions of this
Agreement, the substantially prevailing party is entitled to recover reasonable
attorney’s fees and other costs incurred in that action, arbitration or proceeding.
OR If either Party brings any claim or lawsuit arising from this Agreement, each
Party must pay all its legal costs and attorney's fees and expenses incurred in
defending or bringing such claim or lawsuit, including all appeals, in addition to
any other recovery or award provided by law; provided, however, nothing in this
paragraph limits the Parties’ rights to indemnification under Section 8 of this
Agreement.
20.8. Execution. Each individual executing this Agreement on behalf of the
City and Contractor represents and warrants that such individual is duly
authorized to execute and deliver this Agreement. This Agreement may be
executed in any number of counterparts, each of which will be deemed an
original and with the same effect as if all Parties hereto had signed the same
document. All such counterparts will be construed together and constitute one
instrument, but in making proof hereof it is only be necessary to produce one
such counterpart. The signature and acknowledgment pages from such
counterparts may be assembled together to form a single instrument comprised
of all pages of this Agreement and a complete set of all signature and
acknowledgment pages. The date upon which the last of all of the Parties have
executed a counterpart of this Agreement is the “date of mutual execution”
hereof.
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EXHIBIT A
Scope of Work
City of East Wenatchee
Hamilton Street Improvements
August 2021
Background
RH2 Engineering, Inc., (RH2) will provide engineering services for the City of East Wenatchee (City)
Hamilton Street Improvements project. This Scope of Work outlines engineering services for the
survey,environmental permitting,design plans and specifications, and bidding services for the
following roadway improvements:
Design for approximately 700 linear feet of Hamilton Street to accommodate curb, gutter,
sidewalk,parking, stormwater facilities, two (2)travel lanes,and illumination.
Curb, gutter, and sidewalk improvements for approximately 220 feet of Standerfer Avenue
along the north side of the roadway between Hamilton Street and French Avenue.
Pavement restoration of Standerfer Avenue from Valley Mall Parkway to Hamilton Street.
This project is partially funded through the City’s Community Development Block Grant (CDBG)
funds.
Task 1 –Project Management
Objective:Monitor scope and budget, maintain project files and records, and coordinate the project.
Approach:
1.1 Prepare, update, and submit the project schedule and progress billings on a monthly basis.
Prepare invoices. Review for consistency and monitor budget spent. Provide the City with
monthly status updates. Review subconsultant invoices.
1.2 Maintain project records.
1.3 Coordinate with the City to discuss schedule, progress, design issues, roadway elements,
stormwater, and utilities (Meeting No. 1). Attend one (1) public open house to be set up by the
City and provide up to three (3) exhibits for the open house (Meeting No. 2). Attend one (1)
review meeting with the City at the 70-percent design phase to discuss the schedule, progress
and design issues (Meeting No. 3). Each meeting will be scheduled at least one (1) week prior
to the meeting.
Provided by City:
The meeting location and time, as well as printing and distributing fliers advertising public
meetings.
Spanish speaking interpreter at the public meetings.
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City of East Wenatchee Exhibit A
Hamilton Street Improvements Scope of Work
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RH2 Deliverables:
Monthly invoices and progress reports that will outline the current status of various tasks and
compare actual progress with the original project schedule in PDF format.
Updated monthly project schedule and budget report in PDF format.
Meeting and open house attendance with the City. Three (3) meetings have been included in
this Scope of Work.
Exhibits for a public open house printed on two (2)full-size 22-inch by 34-inch plots.
Task 2 –Preliminary Design and Permitting
Objective:Submit applications for environmental permits to construct the Hamilton Street sidewalk
and Americans with Disabilities Act (ADA)improvements. Coordinate topographic surveying with
Northwest Geodimensions,Inc.,(NWGeo)as required, providing design information for curb, gutter,
sidewalk, and drainage improvements.Identify impacts to utilities within the project area and assist
the City with utility coordination.
Approach:
2.1 Coordinate with NWGeo to provide a topographic survey and a right-of-way base map.This
survey will include topography on both sides of the roadway.Exhibit C contains the proposal
for NWGeo.
2.2 Assess right-of-way needs based on the preliminary layout and existing right-of-way
information provided by NWGeo.
2.3 Prepare conceptual plan of improvements to establish general project impacts for
environmental purposes.
2.4 Prepare Washington State Department of Transportation (WSDOT)Environmental
Classification Summary (ECS) for the project as required to fulfill National Environmental Policy
Act (NEPA) requirements. Prepare CDBG Attachment 6-G Determination of Exemption &
Determination of Categorical Exclusion.It is assumed this project is exempt per 24 CFR 58.34. It
is assumed that the ECS summary will fulfill the US Federal Highway Administration NEPA
requirements without the need for additional reports. Prepare Washington State Department
of Archaeology and Historic Preservation (DAHP)Section 106 EZ-1 form.
2.5 Prepare CDBG Attachment 6-B State Environmental Policy Act (SEPA) checklist.It is assumed
the City will act as the lead agency and will pay for the advertisement costs.
2.6 Prepare and submit a National Pollutant Discharge Elimination System (NPDES) Construction
Stormwater General Permit (CSGP)application.It is assumed that the City will pay for the
advertisement costs.
2.7 Prepare a Stormwater Pollution Prevention Plan (SWPPP) for inclusion in the NPDES CSGP.
2.8 Develop proposed roadway section. The pavement design to establish the section structure will
include three (3) roadway cores within the pavement restoration limits conducted by
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City of East Wenatchee Exhibit A
Hamilton Street Improvements Scope of Work
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Construction Special Inspection (CSI)as a subconsultant to RH2.Exhibit D contains CSI’s
proposal.The roadway cores will penetrate the existing asphalt and include up to one (1) foot
of the subsurface material. The purpose of the roadway cores will be to determine the existing
asphalt and surfacing depths,as well as visually analyze the subsurface material.CSI will
conduct a gradation test and plasticity test.No other analysis will be completed in terms of
subgrade strength tests and traffic loading.
2.9 Coordinate with utilities, including the East Wenatchee Water District, Douglas County Sewer
District,Public Utility District No. 1 of Douglas County,Ziply Communications, Charter
Communications, and Cascade Natural Gas, for location and subsequent relocation of
interfering utilities within the project limits.
2.10 Prepare stormwater design report.
2.11 Conduct geotechnical analysis of western shoulder on Hamilton Street and prepare a
geotechnical report of soil conditions to support retaining wall calculations.
2.12 Prepare 30-percent design plans.
Assumptions:
This project is a sidewalk project within previously disturbed areas and is exempt from
additional environmental reports and documentation other than the ECS form.
The City will act as the lead agency for the NPDES permit and all costs of advertisements will
be paid directly by the City. The NPDES permit will be transferred to the contractor after
project award.The City will pay the advertisement and permit fees directly until permit
transfer is complete.
The final recommended section will be based on current City standards, historical practices,
and visual observation of the roadway cores.
Cultural Resources Survey is exempt per LAG Section 24.8. If a cultural resource survey is
required, this will be added by an amendment to this contract.
Environmental Justice Survey is exempt per LAG Section 24.10.101.If an environmental justice
survey is required, this will be added by an amendment to this contract
Completed Biological Evaluation/Biological Assessment (assumes “No Effect or No Adverse
Effect” determinations).
This Scope of Work does not include any landscaping or irrigation. It is assumed that all
existing trees will remain, and no new landscaping or irrigation will be constructed.
No date is warranted or implied for Agency response or permit approval.
Provided by City:
All costs for the SEPA and NPDES application and permit fees.
Lead Agency contact person to be listed on the SEPA and NPDES permit.
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City of East Wenatchee Exhibit A
Hamilton Street Improvements Scope of Work
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RH2 Deliverables:
Completed topographic survey and base map in electronic AutoCAD format.
Completed WSDOT ECS in electronic PDF format.
CDBG Attachment 6-G in PDF format.
Completed SEPA Checklist and Determination in PDF format.
NPDES CSGP notice of intent in PDF format.
SWPPP in electronic PDF format.
Roadway section design (or plan)in PDF format.
Stormwater design report in PDF format.
Geotechnical report in PDF format.
30-percent plans in PDF format.
Task 3 –Bid-Ready Roadway Plans, Specifications, and Estimate
Objective:Develop a set of construction plans, specifications, and cost estimate (PS&E) for the
project to be used in bidding and constructing the project.
Approach:
Prepare 95-percent plans. The 95-percent plan set will include the following:
Cover and legend sheet.
Demolition plan sheets showing the existing conditions at 1 inch equals 20 feet plan scale.
Plan sheets showing the proposed project at 1 inch equals 20 feet plan scale.
One (1) detail sheet to include ADA ramp layout.
One (1) detail sheet to include miscellaneous project-specific details.
One (1) plan and detail sheet showing retaining walls.
One (1) detail sheet to include miscellaneous stormwater details.
Plan sheets showing striping and illumination at 1 inch equals 20 feet plan scale.
One (1)construction signing sheet.
One (1)detour signing sheet.
Prepare construction contract documents, including schedule of prices and City front-end bid
documents.
Prepare technical specifications, including WSDOT Amendments and WSDOT General Special
Provisions. Prepare project-specific special provisions to be used for bidding the proposed
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City of East Wenatchee Exhibit A
Hamilton Street Improvements Scope of Work
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improvements.Technical specifications will be based on WSDOT/American Public Works
Association (APWA) format.
Prepare the 95-percent Engineer’s Estimate of probable construction costs for the proposed
improvements based on historical costs of similar projects in the vicinity, where possible.
Perform internal quality assurance/quality control (QA/QC) review on 95-percent PS&E.
Prepare and present review plans, front-end and technical specifications, and Engineer’s
Estimate of probable construction costs for City review and approval at the 95-percent design
stage.
Finalize construction contract documents based on City review comments. Produce bid-ready
sets.
Assumptions:
It is assumed that retaining walls under four (4) feet in height will be a segmental block style
and retaining walls over four (4) feet in height will be mechanically stabilized earth walls.
Should site conditions warrant different types of retaining walls or early planning efforts are
not able to reduce or eliminate the need for retaining walls, additional design effort may be
needed. Such additional work will be accommodated by a mutually agreed upon amendment
to this contract. Given the anticipated soil conditions, it is assumed that retaining walls will
be over-excavated and shoring will not be needed.
Provided by City:
Review comments to be incorporated into construction contract documents.
RH2 Deliverables:
Two (2) sets of construction contract plans (half size), specifications, and Engineer’s Estimate
at the 95-percent complete level.
Bid-ready construction contract plan sets (four (4) half-size and one (1) full-size),five (5)
specifications, and Engineer’s Estimate of probable construction costs for bidding.
Task 4 –Services During Bidding
Objective:Provide assistance in bidding the project for award.
Approach:
4.1 Prepare the advertisement for bid.
4.2 Provide clarification and interpretation to the City as needed during the advertisement period.
4.3 Prepare up to two (2) addenda if modifications to the project documents are deemed
warranted by the City during the advertisement period.Distribute the addenda.
4.4 Attend bid opening.
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City of East Wenatchee Exhibit A
Hamilton Street Improvements Scope of Work
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4.5 Review bids and prepare a bid summary tabulation. Based on the bids received, recommend
the lowest qualified bidder.
Assumptions:
The City will be responsible for paying the advertisement costs for the various publications.
RH2 will provide the advertisement to the publications and distribute the bid sets through an
electronic bidding service.
RH2 Deliverables:
Advertisement for bid in PDF format.
Two (2) addenda, as necessary, in PDF format.
Bid summary and bid tabulation in PDF format.
Recommendation of award letter in PDF format.
Task 5 –Services During Construction
The final Scope of Work and budget for the construction phase will be negotiated at the end of the
design phase. This Agreement may be supplemented to provide construction engineering and
administration.
Project Schedule
This project is anticipated to begin in September of 2021. Construction is anticipated to begin in
summer 2022 and be completed by fall 2022.
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EXHIBIT A continued
Fee Estimate
City of East Wenatchee
Hamilton Street Improvements
Aug-21
Description Total
Hours Total Labor Total Subconsultant Total Expense Total Cost
Classification
Task 1 Project Management 52 9,518$ -$ 749$ 10,267$
Task 2 Preliminary Design and Permitting 211 35,353$ 9,514$ 5,260$ 50,127$
Task 3 Bid-Ready Roadway Plans, Specifications, and Estimate 251 42,236$ -$ 6,870$ 49,106$
Task 4 Services During Bidding 42 7,702$ -$ 1,000$ 8,702$
PROJECT TOTAL 556 94,809$ 9,514$ 13,880$ 118,202$
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RATE LIST RATE UNIT
Professional I $146 $/hr
Professional II $159 $/hr
Professional III $174 $/hr
Professional IV $189 $/hr
Professional V $201 $/hr
Professional VI $217 $/hr
Professional VII $231 $/hr
Professional VIII $241 $/hr
Professional IX $241 $/hr
Control Specialist I $132 $/hr
Control Specialist II $143 $/hr
Control Specialist III $157 $/hr
Control Specialist IV $172 $/hr
Control Specialist V $182 $/hr
Control Specialist VI $196 $/hr
Control Specialist VII $209 $/hr
Control Specialist VIII $219 $/hr
Technician I $109 $/hr
Technician II $121 $/hr
Technician III $138 $/hr
Technician IV $148 $/hr
Technician V $161 $/hr
Technician VI $176 $/hr
Technician VII $191 $/hr
Technician VIII $200 $/hr
Administrative I $73 $/hr
Administrative II $85 $/hr
Administrative III $100 $/hr
Administrative IV $121 $/hr
Administrative V $141 $/hr
CAD/GIS System $27.50 $/hr
CAD Plots - Half Size $2.50 price per plot
CAD Plots - Full Size $10.00 price per plot
CAD Plots - Large $25.00 price per plot
Copies (bw) 8.5" X 11"$0.09 price per copy
Copies (bw) 8.5" X 14"$0.14 price per copy
Copies (bw) 11" X 17"$0.20 price per copy
Copies (color) 8.5" X 11"$0.90 price per copy
Copies (color) 8.5" X 14"$1.20 price per copy
Copies (color) 11" X 17"$2.00 price per copy
Technology Charge 2.50%% of Direct Labor
Mileage $0.560
price per mile
(or Current IRS Rate)
Subconsultants 15%Cost +
Outside Services at cost
EXHIBIT B
RH2 ENGINEERING, INC.
2021 SCHEDULE OF RATES AND CHARGES
Rates listed are adjusted annually.
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15 N. Chelan Avenue, Wenatchee, WA. 98801 Tel: 509-663-8660 Toll Free: 1-888-767-3743 Fax: 509.663.6278
Web: nwgsurveys.com E-mail: nwg@nwgsurveys.com
July 28, 2021
Devon Petit
RH2 Engineering
300 Simon Street
East Wenatchee, Washington 98802
Re: Hamilton and Standerfer Street Improvements
Thank you for the opportunity to submit this proposal to provide survey services for the
Hamilton and Sanderfer Street Improvements in East Wenatchee, Washington
SCOPE OF SERVICES
Per the attached exhibit and General Requirements for Control and Topographic Surveys
FEES AND FEE SCHEDULE
Northwest GeoDimensions proposes to provide the preceding Scope of Services for a fixed fee of
$7,824.00.
We are prepared to begin work immediately upon your authorization.
Sincerely,
Northwest GeoDimensions Inc.
Norman Nelson, P.L.S
President
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Exhibit C
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Original Page 31 of 32 PagesExhibit D
Traffic Control Zone
Roadway Core
Core Location 1
Core Location 2
Core Location 3
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