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HomeMy WebLinkAbout001064 Original Contract City of Port Angeles Record # 001064 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE THE CITY OF PORT ANGELES AND LAYNE CHRISTENSEN RELATING TO: PERFORMANCE TESTING OF RANNEY WELL THIS AGREEMENT is made and entered into as of the date of the last signature affixed below, by and between THE CITY OF PORT ANGELES, a non-charter code city of the State of Washington, (hereinafter called the "CITY") and Layne Christensen Company, a Delaware Corporation authorized to do business in the state of Washington (hereinafter called the "CONSULTANT"). WHEREAS, the CITY desires to engage the professional services and assistance of a qualified consulting firm to perform the Scope of Work as detailed in Exhibit A, 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. The scope of professional services to be performed by the CONSULTANT shall be as detailed in the attached Exhibit A and shall include all services and material necessary to accomplish the work. The CITY may review the CONSULTANT'S work product, and if it is not satisfactory, the CONSULTANT shall make such changes as may be required by the CITY. The CONSULTANT agrees that all services performed under this Agreement shall be in accordance with applicable federal, state and local laws. The Scope of Services may be amended upon written approval of both parties. There are no third party beneficiaries of the City- Consultant Agreement and no one except the parties of this Agreement may seek to enforce its terms. II OWNERSHIP OF DOCUMENTS Upon completion of the work, all documents, exhibits, digital photos, or other presentations of the work, shall become the property of the CITY for use without restriction and without Page 1 of 12 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 execution of this agreement by both parties and written direction to proceed from the CITY. The duration of the Agreement shall extend through December 31, 2016. The schedule for each specific task is in Exhibit B attached to this agreement. 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 D. B. The CONSULTANT shall submit invoices to the CITY on a monthly basis. Invoices shall detail the work, hours, employee name, and hourly rate; shall itemize with receipts and invoices the non-salary direct costs, subconsultants, and outside services; 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 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, subconsultant costs and outside services, shall not exceed the maximum sum of $15,000.00The budget for each task is as set forth in the attached Exhibit C. Budgets for Page 2 of 12 task(s) may be modified upon mutual agreement between the two parties, but in any event, the total payment to CONSULTANT shall not exceed $15,000.00. 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 services within the scope of work. 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 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 Page 3 of 12 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 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. Page 4 of 12 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, 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. Page 5 of 12 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 less 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 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. 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 Page 6 of 12 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: Attachment A — Scope of Work Attachment B — Schedule of Tasks Attachment C — Budget of Initial Tasks Attachment D — Consultant Labor Costs and Non-Salary Reimbursable Cost IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the last signature affixed below. CITY OF PORT ANGELES PPROVED A O FORM: DAN McKEEN, CITY MANAGER WILLIAM E. BtOOR, CITY ATTORNEY Date: t CONSULTANT: LAYNE CHRISTENSEN COMPANY ATTEST: U-OUCUO Sam , towe, Di ict Manager J NNI ER VENEKLASEN , CITY CLERK Date: March 30, 2016 EXHIBIT A Page 7 of 12 Professional Services Agreement SCOPE OF SERVICES BACKGROUND The Consultant is to assist the City with the performance testing and continued long-term monitoring program of the City's Ranney Collector Well. As a result of removing the Elwha and Glines Canyon Dams, sediment that was stored behind the dams has washed down the river valley and has been re-depositing to some degree within the river channel. This layer of sediment upstream and downstream from the Ranney collector well may be restricting recharge of the river water into the aquifer that fills the river valley and underlies the river. A reduction in infiltration/recharge to the aquifer may impact the performance of the Ranney collector well, as might the continued presence of the main channel of the river, and majority of flow within the river, toward the opposite river bank from where the well is located. The Scope of Work shall include professional services to evaluate the Ranney Well performance which shall encompass the following professional services: Task 1: Ranney Well Performance Testing Activities: Performance tests of the Ranney Well will be completed by City staff every six months (April and October). The performance tests should be consistent with previous testing for comparison purposes. The performance tests should include a 6-hour variable- rate step-drawdown test conducted at the following rates and durations: Step. Pumping Rate Duration, hours 1 4000 gpm 2 2 5000 gpm 2 3 6500 gpm 2 These are the same rates and durations as previous testing completed in 2013, 2014 and 2015. Following recovery from the step-drawdown test, City staff shall perform a constant- rate test at a rate of 4000 gpm for a period of at least 30 hours. Assumptions: • City staff will perform the step-drawdown and constant-rate testing similar to that recently completed. The City shall provide the water level data to the Consultant for evaluation. • The tests of the Ranney Well shall be conducted in April and October 2016. Task 2: Reporting Page 8 of 12 Activities: The consultant shall provide the City with a report developed from the data that presents the current status of the well. These reports shall include the following: 1. Results of the Ranney Well performance tests shall be analyzed to evaluate the efficiency of the Ranney Well and to make projections of yield and anticipated operating conditions. 2. Review of long-term operational data for the Ranney Well provided by the City. 3. Outline potential remedial measures to enable the Ranney Well to continue to meet City water demands. 4. Graphical and tabular displays of the current data for the Ranney Well. 5. All pertinent data collected during the project that shall be useful to facilitate future comparisons of the condition of the Ranney Well. Deliverables: 1. Draft Report 2. Final Report. Page 9 of 12 Exhibit B — SCHEDULE OF TASKS Task 1 shall be completed in April 2016 and October 2016. Task 2 reports will be submitted one month after completion of the Task 1 performance tests. END OF ATTACHMENT Page 10 of 12 EXHIBIT C BUDGET OF INITIAL TASKS Estimated Task Estimated Estimated Sub- Labor Direct consultant Total Cost Cost Cost Budget Task 1 & 2: Performance Testing and Analysis Reporting $14,900.00 $100.00 $0.00 $15,000.00 Total Cost $15,000.00 All tasks above (Tasks 1 & 2) shall be paid on an hourly (time and materials) basis. This includes both April and October 2016 Performance Tests. END OF ATTACHMENT Page 11 of 12 Exhibit D — Consultant Labor Costs and Non-salary Reimbursable Cost Labor Catecgory Hourly Rates Principal $ 160.00 Supervising Geologist/Engineer $ 150.00 Project Manager $ 130.00 Senior Project Geologist/Engineer $ 120.00 Senior Geologist/Engineer $ 110.00 Hydrogeologist $ 100.00 Project Geologist/Engineer $ 100.00 Staff Geologist/Engineer $ 90.00 Draftsperson/Technician $ 70.00 Word Processor $ 55.00 Direct Expenses Mileage $0.6 per mile $0.65 per mile 4-wheel drive Air Fares $1,250.00 Car Rental (4 days) $ 360.00 Per Diem (4 days) $500.00 Misc./Shipping $400.00 END OF ATTACHMENT Page 12 of 12