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HomeMy WebLinkAbout000563 Original ContractCity of Port Angeles Record #000563 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE THE CITY OF PORT ANGELES AND Murray. Smith Associates, Inc. WW 01 -2013 Wastewater Utility Professional Services Agreement RELATING TO: EUGA PUMP STATION RENOVATION THIS AGREEMENT is made and entered into this 1 day of 2013, by and between THE CITY OF PORT ANGELES, a non charter cede city of the State of Washington, (hereinafter called the "CITY and Murray, Smith Associates, Inc., a Washington Corporation authorized to do business in the state of Washington (hereinafter called the "CONSULTANT WHEREAS, the CITY desires engineering and consulting assistance related to rehabilitation of the East UGA pump stations; and WHEREAS, the CITY desires to engage the professional services and assistance of a qualified consulting firm to perform the Scope of Services as detailed in Exhibit A, and WHEREAS, the CONSULTANT represents that it is in full compliance with the statutes of the State of Washington for professional registration and /or other applicable requirements, and WHEREAS, the CONSULTANT represents that it has the background, experience, and ability to perform the required work in accordance with the standards of the profession, and WHEREAS, the CONSULTANT represents that it will provide qualified personnel and appropriate facilities necessary to accomplish the work; NOW, THEREFORE, in consideration of the above representations and the terms, conditions, covenants, and agreements set forth below, the parties hereto agree as follows: I SCOPE OF SERVICES General Scope. (Exhibit A) The general Scope of Services is described in Exhibit A attached to this agreement. The CITY may review the CONSULTANT'S services, and if they do not meet the Professional Standard of Care the CONSULTANT shall make such changes as may be required by the CITY. Such changes shall not constitute "Extra Work" as related in Section XII of this Agreement. Any changes made necessary due to causes outside the CONSULTANT'S reasonable control shall be provided as an extra work herein. The CONSULTANT agrees that all services performed under this Agreement shall be in accordance with the standards of the engineering profession for similar services on similar projects of like size and nature and in compliance with applicable federal, state and local laws. Page 1 of 7 The Scope of Services may be amended upon written approval of both parties. II OWNERSHIP OF DOCUMENTS Upon completion of the work, all documents, exhibits, photographic negatives, or other presentations of the work with the exception of those standard details and specifications regularly used by the CONSULTANT in its normal course of business shall upon payment of all amounts rightfully owed by the CITY to the CONSULTANT herein become the property of the CITY for use without restriction and without representation as to suitability for reuse by any other party unless specifically verified or adapted by the CONSULTANT. However, any alteration of the documents, by the CITY or by others acting through or on behalf of the CITY, will be at the CITY's sole risk. III DESIGNATION OF REPRESENTATIVES Each party shall designate its representatives in writing. The CONSULTANT'S representative shall be subject to the approval of the CITY. IV TIME OF PERFORMANCE The CONSULTANT may begin work upon written direction to proceed from the CITY. Tasks may be awarded to this Agreement through December 31, 2013. The work for each task shall be completed within a period as specified in the Schedule as set forth in the attached Exhibit A. V PAYMENT The CITY shall pay the CONSULTANT as set forth in this section of the Agreement. Such payment shall be full compensation for work performed, services rendered, and all labor, materials, supplies, equipment and incidentals necessary to complete the work. A. Payment shall be on the basis of the CONSULTANT'S cost for actual labor, overhead and profit plus CONSULTANT'S direct non -salary reimbursable costs as set forth in the attached Exhibit C. B. The CONSULTANT shall submit invoices to the CITY on a monthly basis. Invoices shall detail the completed work, hours, employee name, and hourly rate; shall itemize with receipts and invoices the non -salary direct costs; shall indicate the specific task or activity in the Scope of Service to which the costs are related; and shall indicate the cumulative total for each task. C. The CITY shall review the invoices and make payment for the percentage of the project that has been completed less the amounts previously paid. D. The CONSULTANT invoices are due and payable within 30 days of receipt. In the event of a disputed billing, only the disputed portion will be withheld from payment. E. Final payment for the balance due to the CONSULTANT will be made after the completion Page 2 of 7 of the work and acceptance by the CITY. F. Payment for "Extra Work" performed under Section XII of this Agreement shall be as agreed to by the parties in writing. VI MAXIMUM COMPENSATION Unless otherwise agreed to in writing by both parties, the CONSULTANT'S total compensation and reimbursement under this Agreement, including labor, direct non -salary reimbursable costs and outside services, shall not exceed the maximum sum of $24,652. The budget for each task is as set forth in the attached Exhibit B. Budgets for task(s) may be modified upon mutual agreement between the two parties, but in any event, the total payment to CONSULTANT shall not exceed $24,652. VII INDEPENDENT CONTRACTOR STATUS The relation created by this Agreement is that of owner independent contractor. The CONSULTANT is not an employee of the CITY and is not entitled to the benefits provided by the CITY to its employees. The CONSULTANT, as an independent contractor, has the authority to control and direct the performance within the Scope of Service. The CONSULTANT shall assume full responsibility for payment of all Federal, State, and local taxes or contributions imposed or required, including, but not limited to, unemployment insurance, Social Security, and income tax. VIII EMPLOYMENT Employees of the CONSULTANT, while engaged in the performance of any work or services under this Agreement, shall be considered employees of the CONSULTANT only and not of the CITY, and claims that may arise under the Workman's Compensation Act on behalf of said employees while so engaged, and any and all claims made by a third party as a consequence of any negligent act or omission on the part of the CONSULTANT'S employees while so engaged, on any of the work or services provided to be rendered herein, shall be the sole obligation and responsibility of the CONSULTANT. In performing this Agreement, the CONSULTANT shall not employ or contract with any CITY employee without the CITY's written consent. IX NONDISCRIMINATION The CONSULTANT shall conduct its business in a manner, which assures fair, equal and non discriminatory treatment of all persons, without respect to race, creed or national origin, or other legally protected classification and, in particular: A. The CONSULTANT shall maintain open hiring and employment practices and will welcome applications for employment in all positions, from qualified individuals who are members of minorities protected by federal equal opportunity /affirmative action requirements; and, B. The CONSULTANT shall comply with all requirements of applicable federal, state or local laws or regulations issued pursuant thereto, relating to the establishment of non Page 3 of 7 discriminatory requirements in hiring and employment practices and assuring the service of all persons without discrimination as to any person's race, color, religion, sex, Vietnam era veteran status, disabled veteran condition, physical or mental handicap, or national origin. X SUBCONTRACTS A. The CONSULTANT shall not sublet or assign any of the work covered by this Agreement without the written consent of the CITY. B. In all solicitation either by competitive bidding or negotiation made by the CONSULTANT for work to be performed pursuant to a subcontract, including procurement of materials and equipment, each potential sub consultant or supplier shall be notified by the CONSULTANT of CONSULTANT's obligations under this Agreement, including the nondiscrimination requirements. XI CHANGES IN WORK Other than changes directed by the CITY as set forth in Section I above, either party may request changes in the Scope of Services. Such changes shall not become part of this Agreement unless and until mutually agreed upon and incorporated herein by written amendments to this Agreement executed by both parties. XII EXTRA WORK The CITY may desire to have the CONSULTANT perform work or render services in connection with this Agreement, in addition to the Scope of Services set forth in Exhibit A and minor revisions to satisfactorily completed work. Such work shall be considered as "Extra Work" and shall be addressed in a written supplement to this Agreement. The CITY shall not be responsible for paying for such extra work unless and until the written supplement is executed by both parties. XIII TERMINATION OF AGREEMENT A. The CITY may terminate this Agreement at any time upon not less than ten (10) days written notice to the CONSULTANT. Written notice will be by certified mail sent to the CONSULTANT's designated representative at the address provided by the CONSULTANT. As a condition precedent to termination for cause the CONSULTANT shall be given the notice period to cure such cause and shall have failed to so cure. B. In the event this Agreement is terminated prior to the completion of the work, a final payment shall be made to the CONSULTANT, which, when added to any payments previously made, shall compensate the CONSULTANT for the work completed. C. In the event this Agreement is terminated prior to completion of the work, documents that are the property of the CITY pursuant to Section II above, shall be delivered to and received by the CITY prior to transmittal of final payment to the CONSULTANT. XIV INDEMNIFICATION /HOLD HARMLESS Page 4 of 7 CONSULTANT shall defend, indemnify and hold the CITY, its officers, officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or resulting from the negligent acts, errors or omissions of the CONSULTANT in performance of this Agreement, except for injuries and damages caused by the sole negligence of the CITY. The CITY agrees to indemnify the CONSULTANT from any claims, damages, losses, and costs, including, but not limited to, reasonable attorney's fees and litigation costs, arising out of claims by third parties for property damage and bodily injury, including death, caused solely by the negligence or willful misconduct of the CITY, CITY's employees, or agents in connection with the work performed under this Agreement. If the negligence or willful misconduct of both CONSULTANT and CITY (or a person identified above for whom each is liable) is a cause of such damage or injury, the loss, cost, or expense shall be shared between the CONSULTANT and the CITY in proportion to their relative degrees of negligence or willful misconduct and the right of indemnity shall apply for such proportion. 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 CONSULTANT, the CITY, and the officers, officials, employees, and volunteers of either, the CONSULTANT'S liability hereunder shall be only to the extent of the CONSULTANT'S negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the CONSULTANT'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. However, the CONSULTANT expressly reserves its rights as a third person set forth in RCW 51.24.035. XV INSURANCE The CONSULTANT shall procure and maintain for the duration of the 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 CONSULTANT, its agents, representatives, employees or subcontractors. No Limitation. CONSULTANT'S maintenance of insurance as required by the agreement shall not be construed to limit the liability of the CONSULTANT to the coverage provided by such insurance, or otherwise limit the CITY'S recourse to any remedy available at law or in equity. A. Minimum Scope of Insurance CONSULTANT shall obtain insurance of the types described below: 1. 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; and, Page 5 of 7 2. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability 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; and, 3. Workers' Compensation coverage as required by the Industrial Insurances laws of the State of Washington; and 4. Professional Liability insurance appropriate to the CONSULTANT's profession. B. Minimum Amounts of Insurance CONSULTANT shall maintain the following insurance limits: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate. 3. Professional Liability insurance shall be written with limits no Tess than $1,000,000 per claim and $1,000,000 policy aggregate limit. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability, Professional Liability and Commercial General Liability insurance: 1. The CONSULTANT's insurance coverage shall be primary insurance as respect the CITY. Any insurance, self- insurance, or insurance pool coverage maintained by the CITY shall be in excess of the CONSULTANT's insurance and shall not contribute with it. 2. The CONSULTANT shall provide CITY and all Additional Insureds with written notice of any policy cancellation within two (2) business days of their receipt of such notice. 3. Any payment of deductible or self insured retention shall be the sole responsibility of the CONSULTANT. 4. The CONSULTANT'S insurance shall contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. Page 6 of 7 E. Verification of Coverage CONSULTANT shall furnish the CITY with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the CONSULTANT before commencement of the work. XVI APPLICABLE LAW This Agreement shall be construed and interpreted in accordance with the laws of the State of Washington, and in the event of dispute the venue of any litigation brought hereunder shall be Clallam County. XVII EXHIBITS AND SIGNATURES This Agreement, including its exhibits, constitutes the entire Agreement, supersedes all prior written or oral understandings, and may only be changed by a written amendment executed by both parties. The following exhibits are hereby made a part of this Agreement: Exhibit A Scope of Services Exhibit B Budget Exhibit C Consultant's Direct and Non Direct Cost Schedule IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above. CITY OF PORT ANGELES ti DAN McKEEN, CITY MANAG R CONSULTANT MURRAY, SMITH ASSOCIATES, INC. r") TITLE: APPROVED AS TO FORM: 1 19 WILLIAM E. BLOOITY ATTORNEY ATTEST: '',l I SSA HURD, CITY CLERK Page 7 of 7 EXHIBIT A Scope of Services EUGA Pump Station Renovation The following scope of work describes the general engineering services for the renovation of pump stations 12 and 13: Task 1— Submersible Pump Replacement 1. Establish operating parameters and select replacement submersible pumps for use at Pump Stations 12 13. a. Review current operating conditions with City staff based on available station data. b. Establish preferred operating conditions and review pump preferences'with City staff. c. Identify replacement submersible pumps that meet operating conditions and staff preferences. d. In collaboration with City staff, select a preferred replacement submersible pump. 2. Evaluate existing station configuration and pump controls and identify station modifications to accommodate proposed replacement pumps, if necessary. a. With preferred replacement submersible pumps identified, review compatibility with existing station configuration and controls and confirm with pump manufacturer. b. Recommend replacement of existing equipment and station modifications, if necessary, to accommodate proposed pumps. 3. Prepare specifications for replacement pumps at Pump Station 13. It is anticipated that the replacement of pumps at Pump Station 13 is a priority and the replacement of pumps at Pump Station 12 will take place at a later date, not included in this Scope of Services. a. Prepare a written specification for the replacement submersible pumps that include equipment and station modifications to make pumps compatible with existing station. b. Provide a cost estimates based on manufacturers budgetary information. 4. Assist City with procurement and installation of replacement pumps at Pump Station 13. It is anticipated that the City will take the lead in procurement of pumps and will compile all necessary contracting documents utilizing the specification prepared in the previous task. a. Respond to questions during pump procurement. b. Review pump submittal to ensure conformance to the specification. 5. Temporary rock screens for Pump Stations 12 13. a. Review options for temporary rock screens with City staff and select a preferred alternative. b. Develop a technical memo identifying the preferred alternative. The memo will be based on existing pump station information and identify the general concept of the preferred alternative. It is anticipated that the temporary rock screens will be procured and installed by City staff. Task 2 Permanent Rock Trap Design 1. Review and select a preferred alternative for permanent rock traps for Pump Stations 12 13. a. Review current station operation and maintenance procedures and performance with City staff. b. Develop options for a permanent rock trap, including planning level costs and station O &M impacts. c. Review options with City staff and select a preferred alternative. 2. Based on the preferred alternative, prepare plans and special provision specifications for construction of permanent rock traps for Pump Stations 12 13. It is anticipated that the City will use their Small Works Roster and will compile all contacting documents. For the purpose of this scope and fee estimate, the plan set will consist of one sheet and will be based on existing pump station drawings, supplemented with limited information gathered during site visits. a. Develop plans and special provision specifications to 75% complete and submit to City for review and comment. Submittal shall be electronic. b. Develop final plans and special provision specifications to 100% and submit to City to be included in contracting documents. Plans and special provisions will be stamped and documents will be submitted electronically in pdf format. 3. Assist City with procurement of construction contractor and installation of permanent rock traps. It is anticipated that the City will take the lead in procurement of construction contractor and construction management. It is anticipated the City will be responsible for all elements of contracting except those defined below. a. Respond to questions during procurement of contractor. b. Respond to requests for information (RFI's). 4. Evaluate contact pipelines and pump station and make recommendations for operation and maintenance of the pump stations. a. Based on the review of the pump stations in the previous tasks, make recommendations to improvement station performance and /or increase operation and maintenance efficiencies. b. Document recommendations in a brief memo to the City's project manager. Task 3 Additional Engineering Services 1. Provide technical assistance and other services to City related to City's wastewater utility at the specific and written request and direction of authorized City staff. The purpose of this task is to facilitate timely response by Consultant to needs that are unforeseen at this time. The budget for this task is a contingency allowance that includes labor and expenses. Work will be done to the extent this budget remains available. Schedule Assuming a Notice to Proceed is issued on March 6, 2013, the Schedule shall be completed by the following dates: Task 1— March 26, 2013 Task 2 May 8, 2013 Task 3 December 31, 2013 EXHIBIT B Budget EUGA Pump Station Renovation Task 1— Submersible Pump Replacement $7,177.00 Task 2 Permanent Rock Trap Design $12,475.00 Task 3 Additional Engineering Services $5,000.00 Total All Tasks $24,652.00 Personnel: Labor will be invoiced by staff classification at the following hourly rates, which are valid from January 1, 2013 to December 31, 2013. After this period, the rates are subject to adjustment. Project Expenses: Expenses incurred in -house that are directly attributable to the project will be invoiced at actual cost. These expenses include the following: Outside Services: Outside technical, professional and other services will be invoiced at actual cost plus 10 percent to cover administration and overhead. Everett 2013 Administrative Technicians Engineering Designers Professional Engineers Senior /Supervising Engineers Managing Engineers Principal Engineers Exhibit C Schedule of Charges Computer Aided Design and Drafting Mileage Communications Charge Postage and Delivery Services Printing and Reproduction Travel, Lodging and Subsistence MURRAY, SMITH ASSOCIATES, INC. Engineers/Planners $71.00 -88.00 $81.00 117.00 $102.00- 125.00 $117.00- 151.00 $158.00- 168.00 $173.00- 186.00 $170.00- 193.00 $16.00/hour Current IRS Rate 1% of Invoiced Labor At Cost At Cost At Cost