HomeMy WebLinkAbout001189 Original ContractCity of Port Angeles
Record # 001189
Local Agency A&E Professional Seruices
Cost Plus Fixed Fee Consultant Agreement
Agreement Number: HLP-PBl5(018)
lndex of Exhibits
Exhibit A
Exhibit B
Exhibit C
Exhibit D
Exhibit E
Exhibit F
Exhibit G
Exhibit H
Exhibit I
Exhibit J
Prime Consultant Cost Computations
Sub-consultant Cost Computations
Title VI Assurances
Certifi cation Documents
Liability Insurance Increase
Alleged Consultant Design Error Procedures
Consultant Claim Procedures
Firm/Organization Legal Name (do not use dba's)
Zenovic & Associates, Inc-
Address
301 East 6th Street, Suite l, Port Angeles, WA 98362
Federal TIN or SSN Number
91-1939789
UBI Number
601-904-391
Completion Date
06ll0t/2018
E nro
Federal Participation1099 Form Required
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Project litle
Waterfront and Olympic Discovery Trail: Hill Street HLP-PBI5(018)
Preparation ofOverall Conceptual Plan, Design, and Constmction Contract Documents for three trail segments
between Valley Creek and l0thStreet/Milwaukee Drive intersection in Port Angeles. Segments include:
Segment A - Valley Creek to East Boat Haven entrance
Segment B - Hill Street at Marine Drive to Crown Park
Segment C - Crown Park to lOth Street at Milwaukee Drive
Description of Work
fl lto oee Participation
I f.fo fUee Participation
fl ruo wee Participation
[ ruo see Participation
Locat Agency A&E Pmfessbna, Setvrces Cost Ptus Fixed Fee Co76ulant Agreemen
Revised 3/1112016
Page 1 of 11
Scope of Work
DBE Participation
Preparation and Delivery of Electronic Engineering and Other Data
Agreement Number: HLP-PB l5(018)
Federal Aid Number
Execution Date
02t08120r7
Yes
Total Amount Authorized:
Management Reserve Fund:
Maximum Amount Payable: 229,000
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THIS AGREEMENT, made and entered into as shown in the "Execution Date" box on page one ( I ) of this
AGREEMENT, between the City of Port Angeles
hereinafter called the "AGENCI" and the "Firm / Organization Name" referenced on page one (l) of this
AGREEMENT, hereinafter called the "CONSULTANT."
WHEREAS, the AGENCY desires to accomplish the work referenced in "Description of Work" on page one (l)
of this AGREEMENT and herealier called the "SERVICES;" and does not have sumcient staffto meei the required
commitment and therefore deems it advisable and desirable to engage the assistance of a CONSULTANT to provide
the necessary SERVICES; and
WHEREAS, the CONSULTANT represents that they comply with the Washinglon State Statutes relating
to professional registration. ifapplicable. and has signified a u illingness to furnish consulting sen ices ro
theAGENCY.
NOW THEREFORE, in consideration ofthe terms, conditions, covenants, and performance contained herein,
or attached and incorporated and made a part hereof the parties hereto agree as follows:
l. General Description of Work
The work under this AGREEMENT shall consist ofthe above-described SERVICES as herein defined. and
necessaq/ to accomplish the completed work for this project. The CONSULTANT shall fumish all services, labor,
and related equipment and. ifapplicable. sub-consultants and subcontractors necessary to conduct and complete the
SERVICES as designated elsewhere in this AGREEMENT.
ll. General Scope of Work
The Scope of Wbrk and projected level ofeffort required for these SERVICES is described in Exhibit ''A" attached
hereto and by this reference made a part of this AGREEMENT. The Ceneral Scope of Work was developed
utilizing performance based contracting methodologies.
lll. GeneralRequirements
All aspects of coordination of the work of this AGREEMENT with outside agencies, groups, or individuals shall
receive advance approval by the AGENCY. Necessary contacts and meetings with agencies, groups, and/or
individuals shall be coordinated through the AGENCY. The CONSULIANT shall attend coordination, progress,
and presentation meetings with the AGENCY and/or such State. Federal, Community. City. or County officials.
groups or individuals as mav be requested by the AGENCY. The AGENCY will provide the CONSULTANT
sufficient notice prior to meetings requiring CONSULTANT participation. The minimum required hours or days'
notice shall be agreed to between the AGENCY and the CONSULIANT and shown in Exhibit..A.,'
The CONSUUIANT shall prepare a monthly progress report, in a form approved by the AGENC! which will
outline in written and graphical form the various phases and the order of performance ofthe SERVICES in
sullicient detail so that the progress ofrhe SERVICES can easily.be evaluated.
The CONSULTANI any sub-consuhants, and the AGENCY shall comply with all Federal, State, and tocal laws,
rules, codes, regulations, and all AGENCY policies and directives, applicable to the work to b€ performed under
this AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State
of Washington.
Agreement Number: HLP-PB 1 5(0 I 8)
Loral Agency A&E Pmrbssbna, Seryrbes Cost Plus FUe<t Fe ConsutE,nt Agref,,ment
Revised 3/11nUG
Page 2 ol 11
participation for Disadvantaged Business Enterprises (DBE) or Smalt Business Enterprises (SBE)' ifrequired,
per 49 CFR Parr 26, shall be sho*n on the heading of this AGREEMENT. If DBE firms are utilized at the
commencement of this AGREEMENT. the amounts authorized to each firm and their certification number rvill
be shown on Exhibit "8" attached hereto and by this reference made part of this AGREEMENT- lf the Prime
CONSULTANT is a DBE cerrified firm rhey must comply with the Commercial Useful Function (CUF) regulation
outlined in the AGENCy's "DBE Program Participation Plan" and perform a minimum of 30% of the total amount
of this AGREEMENT. It is ,""o.r.nd.d. but not required, that non-DBE Prime CONSULTANTS perform
a minimum of 30% of the total amount of this ACREEMENT'
The CONSULTANT, on a monthly basis. is required to submit DBE Participation of the amounts paid to all DBE
firms invoiced lor this AGREEMENT'
All Reports, PS&E materials, and other data fumished to the GoNSULIANT by the AGENCY shall be retumed.
All electronic files, prepared by the CONSULTANI must meet the requirements as outlined in Exhibit "C -
Preparation and Delivery of Electronic Engineering and other Data'"
All designs, drawings, specifications, documents, and other work products, including all electronic files. prepared
by the CbNSULTANT irior to completion or termination of this AGREEMENT are instruments of service for
these SERVICES, and are the properry of the AGENCY. Reuse by the AGENCY or by others, acting through or
on behalfofthe AGENCY ofany su.-h in.trurn"ns ofservice, not occurring as a part ofthis SERVICE' shall be
without liability or legal exposure to the CONSULTANT.
Any and all notices or requests required under this AGREEMENT shall be made in writing and sent to the other
puri_u Uy 1iy cenified mail. retum riceipt requested, or (ii) by email or facsimile. to the address set forth belorv:
If to AGENCY:
Name: Ben Braudrick, Assistant Planner
Agency: CitY of Port Angeles
Address: 321 East 5th Street
City: Port Angeles State: wa Zip: 98362
Email: bbraudrick@citYofo a'us
Phone: 360-4174804
Facsimile:
If to CONSUUTANT:
Name: StePhen M. Zenovic, P.E.
Agency: Zenovic & Associates, Inc.
Address: 301 East 6th Street, Suite I
City: Port Angeles State: WA Zip: 98362
Email: steve@zenovic.net
Phone: 360-417-0501
Facsimile: 360-417 -0514
!V. Time for Beginning and Completion
The CONSULTANT shall not b€gin any work under the terms of this AGREEMENT until authorized in writing
by the AGENCy. All work under this ACREEMENT shall be completed by the date shown in the heading of this
AGREEMENT titled "Completion Date."
The established completion time shall not be extended b€cause ofany delays attributable to the CONSUUIANT,
but may be extended by the AGENCY in the event of a delay attributable to the AGENCY or because of
unavoiiable delays caused by an act ofGOD, govemmental actions, or other conditions beyond the control ofthe
CONSULIANT. A prior supplemental AGREEMENT issued by the AGENCY is required to extend the established
completion time.
Agreement Number: HLP-PB l5(01 8)
Locat Agency A&E Pto,bssiona, Seryices Cost Plus Fixad Fee Consulbnt Agre€ment
Revised 3/11n016
Page 3 of 11
V. Payment Provisions
The CONSULTANT shall be paid by the AGENCY for completed SERVICES rendered under this AGREEMENT
as provided hereinafter. Such payment shall be full compensation for SERVICES performed or SERVICES
rendered and for all labor, materials. supplies, equipment, and incidentals necessary to complete SERVICES,
specified in Section II, "Scope of Work". The CONSULTANT shall conform to ali applicable portions of43 CFR
Pan 3 I (www.ecfr.gov). The estimate in support oflthe Cost Plus Fixed Fee amount is attachj hereto as Exhibits
"D" and "E" and by this reference made part of this AGREEMENT.
A- Actual Costs: Payment for all consulting services for this PROJECT shall be on the basis ofthe
CONSULTANT'S actual cost plus a fixed fee. The actual cost shall include direct salary cost, indirect cost rate,
and direct non-salary costs.
I . Direct (RAW) Labor Costs: The Direct (RAW) Labor Cost is the direct salary paid to principals,
professional, technical, and clerical personnel for the time they are productively engaged in work necessary
to fulfill the terms of this AGREEMENT. The CONSULTANT shall maintain suppo.r data to ,erifo the
direct salary costs billed to the AGENCY.
2. lndirect Cost Rate (ICR) Costs: ICR Costs are those costs, other than direct costs, which are included as
such on the books ofthe CONSULTANT in the normal everyday keeping of its books. progress payments
shall be made at the ICR rates shown in attached Exhibits "D" and..E', of thisAGREEMENT. Total
ICR payment shall be based on Actual Costs. The AGENCY agrees to reimburse the CONSULTANT
the actual ICR costs verified by audit, up to the Maximum Total Amount Payable, authorized under this
AGREEMENT, when accumulated with all other Actual Costs.
A summary of the CONSULTANT'S cost estimate and the ICR percentage is shown in Exhibits "D" and
"E", attached hereto and by this reference made part of this ACREEMENT. The CONSULIANT (prime
and all suFconsultants) will submit to the AGENCY within six (6) months after the end of each firm's fiscal
year, an ICR schedule in the flormat required by the AGENCY (cost category dollar expendiores, etc.) for
the purpose ofadjusting the ICR rate for billings received and paid during the fiscal year represented by the
ICR schedulel It shall also be used for the computation ofprogress payments during the following year and
for retroactively adjusting the previous year's ICR cost to reflect the actual rate. The ICR schedule will be
sent to Email: ConsultantRates@wsdot.wa.gov.
Fdilure to supply this information by either the prime CONSUUIANT or any of their sub-consultants shall
cause the AGENCY to withhold payment of the billed ICR costs until such time as the required information
is received and an overhead rate for billing purposes is approved.
The AGENCY's Project Manager and/or the Federal Govemment may perform an audit of the
CONSULTANT'S books and records at any time during regular business hours to determine the actual ICR
rate, if they so desire.
3. Direct Non-Salary Costs: Direct Non-Salary Costs will be reimbursed at the Actual Cost to the
CONSULTANT. These charges may include, but are not limited to, the following items: travel, printing,
long distance telephone, supplies, computer charges and fees ofsub-consultants. Air or train travel will be
reimbursed only to economy class levels unless otherwise approved by the AGENCY. The CONSULTANT
shall comply with the rules and regulations regarding travel costs (excluding air, train, and rental car costs)
in accordance with WSDOT's Accounting Manual M l3-82, Chapter l0 - Travel Rules and Procedures, and
revisions thereto. Air, train, and rental car costs shall be reimbursed in accordance with 48 Code ofFederal
Regulations (CFR) Part 3l.20546 "Travel Costs." The billing for Direct Non-Salary Costs shall include an
itemized listing of the charges directly identifiable with the PROJECT. The CONSULTANT shall maintain
the original supporting documents in their office. Copies of the original supporting documents shall be
supplied to the AGENCY upon request. All above charges must be necessary for the services provided
under this AGREEMENT.
Agreemsnt Number: HLP-PB l5(018)
Page 1ot 11Local Agency A&E Ptofussiona, Seryices Cost Plus Fixed Fee Consutf?, Agreement
Revised 3/11n016
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D. Inspection of Cost Records: The CONSULIANT and their sub-consultants shall keep available for inspection
by representatives ofthe AGENCY and the United States, for a period of six (6) years after receipt offinal
payment, the cost records and accounts pertaining to this AGREEMENT and all items related to or bearing upon
these records with the following exception: ifany litigation, claim or audit arising out oi in connection with,
or related to this AGREEMENT is initiated before the expiration ofthe six (6) year period the cost records and
accounts shall be retained until such litigation, claim, or audit involving the records is completed.
An interim or post audit may be performed on this AGREEMENT. The audiq if any, will be performed by the
State Auditor. WSDOT's Intemal Audit Office and/or ar the request of the AGENCY's projeci Manager.
Vl. Sub-Gontracting
The AGENCY permits subconkacts for those items of SERVICES as shown in Exhibit "A" attached hereto and by
this reference made part of this AGREEMENT.
The CONSULIANT shall not subcontract for the performance of any SERVICE under this AGREEMENT without
prior written permission of the AGENCY. No permission for subcontracting shall create, between the AGENCy
and sub-consultant, any contract or any other relationship.
Compensation for this sub-consultant SERVICES shall be based on the cost factors shown on Exhibit ,.E" attached
hereto and by this reference made part of this AGREEMENT.
The SERVICES ofthe sub-consultant shall not exceed its maximum amount payable identified in each sub-
consultant cost estimate unless a prior written approval has been issued by the AGENCy.
AII reimbursable direct labor, indirect cost rate, direct non-salar) costs and fixed fee costs for the sub-consultant
shall be negotiated and substantiated in accordance with section V "Payment Provisions" herein and shall be
memorialized in a final written acknouledgement benveen the parties.
All subcontracts shallcontain all applicable provisions of this AGREEMENT, and the CONSULTANT shall require
each sub-consultant or subconfiactor, ofany tier, to abide by the terms and conditions ofthis AGREEMENT. With
respect to sub-consultant payment. the CONSULTANT shall comply *'ith all applicable secrions of the STATE's
Prompt Payment laws as set forth in RCW 39.04.250 and RCW 39.76.011.
The CONSULTANI sub-recipient, or sub-consultant shall not discriminate on the basis ofrace, color, national
origin, or sex in the performance of this AGREEMENT. The CONSULTANT shall carry out applicable
requirements of49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the
CONSULTANT to carrv'out these requirements is a material breach of this AGREEMENT. which may result in the
termination of this AGREEMENT or such other remedy as the recipient deems appropriate.
Vll. Employment and Organizationa! Conflict of lnterest
The CONSULIANT warrants that they have not employed or retained any company or person, other than a bona
fide employee working solely for the CONSULTANT. to solicit or secure this contract, and that it has not paid or
agreed to pay an-v" company or person, other than a bona fide employee working solely for the CONSULTAN! any
fee, commission, percentage, brokerage fee, gift, or any other consideration, contingent upon or resulting from the
award or making of this contract. For breach or violation of this warrant, the AGENCY shall have the right to annul
this AGREEMENT without liability ox in its discretion, to deduct from this AGREEMENT price or consideration
or otherwise recover the full amount ofsuch fee, commission, percentage, brokerage fee, gift, or contingent fee.
Any and all employees ofthe CONSULTANT or other persons while engaged in the performarce ofany work
or services required of the CONSULTANT under this AGREEMENT. shall be considered employees of the
CONSULTANT onll and not of the AGENCY and any and all claims that mav arise under any \trbrkmen's
Agreement Number: HLP-PB l5(018)
Locat Agency A&E Prorbssiora, Seryrces Cost Plus Fixed Fee Consulb Agreement
Revised 3nlnflo Page 5 ot 11
Compensation Act on behalfofsaid employees or other persons while so engaged, and any and all claims made
by a ihird parry- as a consequence ofany aci or omission on the part ofthe CONSULTANT's-employees or other
p"..on, *iril"'*
"ngaged
on any ofthe work or services provided to be rendered herein, shall be the sole obligation
and responsibility of the CONSULTANT.
The GoNSULIANT shall not engage, on a full- or part-time basis, or other basis, during the period of this
AGREEMENT, any professional-oriechnical personnel who are, or have been, at any time during the period of this
AGREEMENT, in ihe employ of the United States Department of Transportation or the AGENCY, except regularly
retired employees, withoui wiitten consent ofthe public employer ofsuch person ifhe/she will be working on this
AGREEMENT for the CONSULTANT.
Vlll. Nondiscrimination
During the performance of this AGREEMENT, the CoNSULIANT, for itselt its assignees, sub-consultants,
,rb"oltru.too -d successors in interest, agrees to comply with the following laws and regulations:
. Title vl of the civil Rights Act of 1964 . Civil Rights Restoration Act of 1987
(42 U.S.C. Chapter 2l Subchapter V $ 2000d (Public Law 100-259)
through 2000d-4a) . American with Disabilities Act of 1990
. Federal-aid Highway Act of 1973 (42 U.S.C. Chapter 126 $ l2l0l et- seq.)
(23 U.S.C. Chapter 3 $ 324) . 23 CFR Part 200
. Rehabilitation Act of 1973 . 49CFRPart2l
(29 U.S.C. Chapter I 6 Subchapter V $ 794) . 49 CFR part 26. Age Discrimination Act of 1975 . RCW 49.60. I 80
(42 U.S.C. Chapter 76 $ 610l et. seq.)
In relation to Tirle VI of the Civil Rights Act of 1964, the CONSULTANT is bound by the provisions of Exhibit "F"
attached hereto and by this reference made part of thisAGREEMENT, and shall include the attached Exhibit "F' in
every sub-contract. including procurement of materials and leases of equipment, unless exempt by the Regulations
or directives issued pursuant thereto.
X. Termination of Agreement
The right is reserved by the AGENCY to terminate this AGREEMENT at any time with or without caus€ upon ten
( l0) days wrinen notice to the CONSULTANT.
In the event this AGREEMENT is terminated by the ACENCY, other than for default on the part of the
CONSUUIANT. a final paymenr shall be made to the CONSULTANT for actual hours charged and any appropriate
fixed fee percentage at theiime of termination of this AGREEMEN! plus any direct non-salary costs incurred up to
the time of termination of this AGREEMENT.
No payment shall be made for an-v SERVICES completed after ten ( l0) days following receipt by the
COi{SULTe}{f of the notice to terminate. If the accumulated payment made to the CONSULIANT prior to Notice
of Termination exceeds the total amount that would be due when computed as set forth in paragraph two (2) of this
section. rhen no final pa,,-ment shall be due and the CONSULTANT shall immediately reimburse the AGENCY for
any excess paid.
lf the services of the CONSULTANT are terminated by the AGENCY for default on the part of the CONSULTAI.IT,
the above formula for payment shall not apply.
In the event of a termination for default, the amount to be paid to the CONSULIANT shall be determined by the
AGENCY with consideration given to the actual costs incurred by the CONSULTANT in performing SERVICES
to the date of termination, the amount of SERVICES originally required which was satisfactorily completed to
Agreement Number: HLP-PB l5(018)
Locat Agency A&E Profussioaa, Services Cost Ptus Fixed Fee Consutf', Agrcement
Revised 3n1n016
Page 7 o, 11
date of termination, whether that SERVICE is in a form or a type which is usable to the AGENCY at the time of
termination. the cost to the AGENCY of employing another firm to complete the SERVICES required and the
time which may be required to do so, and other factors which affect the value to the AGENCy of the SERVICES
performed at the time oftermination. Under no circumstances shall payment made under this subsection exceed the
amount, which would have been made using the formula set forth in paragraph two (2) ofthis section.
If it is determined for any reason that the CONSULTANT was not in default or that the CONSULTANT's failure toperform is without the CONSULTANT's or its employee's fault or negligence. the terminarion shall be deemed to
be a termination for the convenience of the AGENCY. [n such an event, the CONSULTANT would be reimbursed
for actual costs and appropriate fixed tte percentage in accordance with the termination for other than default
clauses listed previously.
The CONSULTANT shall. within l5 days, notity the AGENCY in writing. in rhe evenr of the death of any member.
partner. or omcer ofthe CONSULTANT or the death or change ofany ofthe CONSULTANT's supervisory and/or
other ke)' personnel assigned to the project or disaffiliation ofany' principally involved CONSULTANT employee.
The CONSULTANT shall also notifo the AGENCY in writing. in the event of the sale or rransfer of 50Zo or
more of the beneficial orvnership of the CONSULTANT within l5 da1-s of such sale or transfer occurring. The
CONSULTANT shall continue to be obligated to complete the SERVICES under the terms of this ACREEMENT
unless the AGENCY chooses to terminate this AGREEMENT for convenience or chooses to renegotiate any term(s)
of this AGREEMENT. If tennination for convenience occurs. final payment tvill be made to the CONSULTANT
as set forth in the second and third paragraphs ofthis section.
Payment for any part of the SERVICES by the AGENCY shall not constitute a waiver by the AGENCy of
any remedies of any type it may have against the CONSULTANT for any breach of this AGREEMENT by the
CONSULTANI or for failure of the CONSULTANT to perform SERVICES required of ir by rhe AGENCy.
Forbearance of any rights under the AGREEMENT will not constitute waiver of entitlement to exercis€ those rights
with respect to any future act or omission by the CONSULTANT.
X. Changes of Work
The CONSULTANT shall make such changes and revisions in the completed work of this AGREEMENT as
necessat]' to correct errors appearing therein, u'ithout additional compensation thereof. Should the AGENCY find
it desirable for its own purposes to have previously satisfactorily completed SERVICES or parts thereofchanged or
revised, the CONSULTANT shall make such revisions as directed by the AGENCY. This work shall be considered
as Extra Work and will be paid for as herein provided under section XIII ..Extra Work."
X!. Disputes
Any disputed issue not resolved pursuant to the terms of this AGREEMENT shall be submitted in writing within
l0 days to the Director of Public Works or AGENCY Engineer, whose decision in the matter shall be final and
binding on the parties ofthis AGREEMENT; provided however, that ifan action is brought challenging the
Director of Public Works oTAGENCY Engineer's decision, that decision shall be subject tojudicial review Ifthe
parties to this AGREEMENT mutually agree, disputes conceming alleged design enors will be conducted under
the procedures found in Exhibit ".l". In the event that either party deem it necessary to institute legal action or
proceeding to enforce any right or obligation under this AGREEMENT, this action shall be initiated in the Superior
Court of the State of Washington, situated in the county in which theAGENCY is located. The parties hereto
agree that all questions shall be resolved by application of Washington law and that the parties have the right of
appeal from such decisions ofthe Superior Court in accordance with the laws ofthe State ofWashington. The
CONSULTANT hereby consents to the personaljurisdiction ofthe Superior Court ofthe State of Washington,
situated in the county in which the AGENCY is located.
Agreement Number; HLP-PB l5(018)
Local Agency A&E P,orbssiora, Sewices Cost Plus Fixed Fee Consuti, Agrement
Revised 3/11nU5
Page I of 11
Locat Agency A&E Pro,bssiona, Services Cost Plus Fixed Fe Consulbnt Agrce,nent
Revised 3n1n016
Page I of 11
Xll. Legal Relations
The CONSULTANT, any sub-consultants, and the AGENCY shall comply with alt Federal, State, and local laws,
rules, codes, regulations and all AGENCY policies and directives, applicable to the work-to be performed under this
AGREEMENT. This AGREEMENT shallie interpreted and construed in accordance with the laws of the State of
Washington.
The CONSULTANT shall defend, indemnifo, and hold The State of Washington (STATE) and the AGENCY and
their officers and employ.ees harmless from all claims. demands, or suits at larv or equity arising in r'lhole or in part
from the negligence ol or the breach ofany obligation under this AGREEMENT by, the GoNSIJLTANT or the
CONSULTINI's agents, employees. sub ionsuliants, subcontractors or vendors, ofanl tier, or any other persons
ior u.hom the CONSULTANT may be legalll liable; provided that nothing herein shall require a CONSULTANT
to defend or indemni$ the STAId and rh; AGENCY and their oltcers and employees against and hold harmless
the STATE and the AGENCY and their officers and employees from claims. demands or suits based solely upon
the negligence of, or breach ofany obligation under this AGREEMENT by the STAIE and the AGENCY their
agenti oilcers. emplo-vees. sub-consultanrs. subcontractors or vendors. of any tier. or any other persons for whom
m]e Sfafp and/or the AGENCy may be legally liable; and provided further that if the claims or suits are caused
by or result from the concurrent negiigenceof(a) the CONSULTANT or the CONSULTANT's agents, employees,
sub-consultants, subcontractors or vendors, ofany tier, or any other persons for whom the CONSULTANT is legally
liable, and (b) the STATE and/or AGENCY, theiragents. officers. employees. sub-consultants, subcontractors and or
vendors, oiany tier, or any other persons for whom the STATE and or AGENCY may be legally liable, the defense
and indemnityobligation shall bevalid and enforceable only to the extent of the CONSULTANT's negligence or
the negligence ofthe CONSULTANT's agents. emplovees. sub-consultants, subcontractors or vendors, ofanl'tier.
o. -y"ot-h". p"r.ons for whom the CONSULIANT may be legalty liable. This provision, shall be included in any
AGREEMENT between CONSULTANT and any sub-consultant, subcontractor and vendor, ofany tier'
The CONSULTANT shall also defend, indemnifi', and hold the STATE and the AGENCY and their officers
and employees harmless fiom all claims, demands, or suits at law or equity arising in rvhole or in part from the
alleged patent or copyright infringement or other allegedly improper appropriation or use oftrade secrets, patents,
proiri.tury informaiitn, kno*-how, copyright rights or inventions by the CONSULTANT or the CoNSULTANT's
agents, employees, sub-consultants, subcontractors or vendors, ofany tier, or any other persons for whom the
CbNSUI-feNf .ay be tegally liable, in performance of the Work under this AGREEMENT or arising out of any
use in connection with the AGREEMENT of methods, processes, designs, information or other items fumished or
communicated to STATE and/or the AGENCY their agents, officers and employees pursuant to the AGREEMENT;
provided that this indemnity shall not apply to any alleged patent or coplright infringement or other allegedly
i.prop". uppropriation or use oftrade secrets, patents, proprietary information, know-how, copyright rights or
inrentions iisuiting from STATE and/or AGENCY's, their agents', officers' and employees' failure to comply
u,ith specific written instructions regarding use provided to STATE and/or AGENCY. their agents. officers and
emptoyees by the CONSULTANI, its agents, employees, sub-consultants, subcontractors or vendors, ofany tier, or
any other persons for whom the CONSULIANT may be legally liable.
The CONSULTANT's relation to the AGENCY shall be at all times as an independent contractor.
Notwithstanding any determination by the Executive Ethics Board or other tribunal, the AGENCY may, in its sole
discretion, Uy wiitten notice to the CONSULTANT terminate this AGREEMENT if it is found after due notice and
examination by the AGENCY that rhere is a violation of the Ethics in Public Service Act. Chapter 42.52 RCW; or
any similar statute involving the CONSUUIANT in the procurement of, or performance under, this AGREEMENT.
The CONSULTANT specifically' assumes potential liability for actions brought by the CONSTJLTANT's ou'n
employees or its agents against the STATE and /or the ACENCY and, solely for the purpose of this indemnification
und d"l"nr", the CONSULTANT specifically waives any immunity under the state industrial insurance lar*, Thle 5l
RCW. This waiver has been mutually negotiated between the Parties.
Agreement Number: HLP-PB l5(018)
Unless otheru'ise specified in this AGREEMENT. the AGENCY shall be responsible for administration of
construction contracts, ifany, on the project. Subject to the processing ofa new sole source, or an acceptable
supplemental AGREEMENT, theCONSULTANT shall provide On-Call assistance to the AGENCY duiing "ont*"tadministration' By providing such assistance, the CONSULIANT shall assume no responsibility for: propir
construction techniques.job site safet-.v, or an) construction contractor's failure to perform its work in accordancewith the contract documents.
The CONSULTANT shall obtain and keep in force during the terms of this AGREEMEN! or as otherwise
required, the follo*'ing insurance uith companies or through sources approved by the State Insurance
Commissioner pursuant to Title 48 RCW.
Insurance Coverage
A. Worker's compensation and employer's liabilirf insurance as required by the STATE.
B. Commercial general liabilir,v- insurance written under IS0 Form CG 00 0l l2 04 or its equivalent with minimum
limits ofone million dollars ($1,000.000.00) per occurrence and nvo million dollars (92,b00.000.00) in the
aggegate for each policy period.
C. Business auto liability insurance written under ISO Form CG 00 0l l0 0l or equivalent providing coverage for
any "Auto" (Symbol l) used in an amount not less than a one million dollar ($1.000.000.00) combined single
limit for each occurrence.
Excepting the Worker's Compensation Insurance and any Professional Liability Insurance. the STATE and
AGENCY. their officers. employees. and agents will be named on all policies of CONSULTANT and any sub-
consultant and./or subcontractor as an additional insured (the "AIs"), with no restrictions or limitations conceming
products and completed operations coverage. This coverage shall be primary coverage and non-contributory and
any coverage maintained by theAIs shall be excess over, and shall not contribute with, the additional insured
coverage required hereunder. The CONSULTANT's and the suFconsultant's and,/or subcontractor's insurer shall
waive any and all rights of subrogation against the AIs. The CoNSUUTANT shall fumish the AGENCy with
verification of insurance and endorsements required by this AGREEMENT. The AGENCY reserves the right to
require complete. certified copies ofall required insurance policies at any time.
All insurance shall be obtained from an insurance company authorized to do business in the State ofWashington.
The CONSULTANT shall submit a verification of insurance as outlined above within fourteen ( l4) days ofthe
execution of this AGREEMENT to:
ll66e; Ben Braudrick, Assistant Planner
Agency: City of Port Angeles
Address: 321 E sth Street
City: Port Angeles State: wa Zip: 98362
Email: @cityofra.us
Phone: 360-417-
Facsimile:
No cancellation of the foregoing policies shall be effective without thirty (30) days prior notice to the AGENCY.
The CONSULTANT's professional liabilitv to the AGENCY including that which may arise in reference ro
section IX "Termination ofAgreement" of this AGREEMENT, shall be limited to the accumulative amount of the
authorized AGREEMENT amount or one million dollars (S 1.000,000.00), u,hichever is greater, unless the limit of
liability is increased by the AGENCY pursuant to Exhibit H. In no case shall the CONSULTANT's professional
liability to third parties be limited in any way.
Agreement Number: HLP-PB l5(018)
Local Agency A&E Prorbssiona, Servrces Cost Ptus Fixed F4 Consuthnt Agreament
Revised 3nlnno
Page 10 of 11
The parties enter into this AGREEMENT for the sole benefit ofthe parties. and to the exclusion ofany third parlv,
and no third party beneficiary is intended or created by the execution ofthis AGREEMENT.
The AGENCY will pay no progress payments under section V "Payment Provisions" until the CONSUUIANT has
fully complied withihis section. This remedy is not exclusive; and the AGENCY may take such other action as is
available to it under other provisions of this AGREEMENT' or otherwise in [aw.
Xlll. Extra Work
A. The AGENCY may at any time, by written order, make changes within the general scope of this AGREEMENT
in the SERVICES to be Performed.
B. Ifany such change causes an increase or decrease in the estimated cost of, or the time required for, performance
of any part ofthe SERVICES under this AGREEMEN! whether or not changed by the order, or otherwise
affecis any other terms and conditions of this AGREEMENT. the AGENCY shall make an equitable adjustment
in the: (l) maximum amounr payable; (2) delivery or completion schedule, or both: and (3) other affected terms
and shall modifr this AGREEMENT accordingly.
C. The CONSULTANT must submit any ''request for equitable adjustment," hereatter retbrred to as "CLAIM,"
under this clause within thirty (30) days from the date of receipt of the written order. However, if the AGENCY
decides that the factsjustifl it, the AGENCY may receive and act upon a CLAIM submitted before final
payment of this AGREEMENT.
D. Failure to agree to any adjustment shall be a dispute under the s€ction XI "Disputes" clause. However, nothing
in this clause shall excuse the CONSULIANT from proceeding with the AGREEMENT as changed.
E. Notwithstanding the terms and conditions of paragraphs (A.) and (B.) above, the maximum amount payable for
this AGREEMENT, shall not be increased or considered to be increased except by specific written supplement
to thisAGREEMENT.
XlV. Endorsement of Plans
Ifapplicable, the CONSUIjIANT shall place their endorsement on all plans, estimates, or any other engineering
data fumished by them.
XV. Federa! Review
The Federal Highway Administration shall have the right to participate in the review or examination ofthe
SERVICES in progress.
XVl. Certification of the Consultant and the Agency
Atrached hereto as Exhibit "G-l (a and b)" are the Certifications of the CONSULTANT and the AGENCY Exhibit
"G-2" Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered
Transacrions. Exhibit "G-3" Certification Regarding the Restrictions ofthe Use ofFederal Funds for Lobbying
and Exhibit "G-4" Certificate of Current Cost or Pricing Data. Exhibit "G-3" is required only in AGREEMENT's
over one hundred thousand dollars ($100.000.00) and Exhibit "G-4'' is required only in AGREEMENT's over
five hundred rhousand dollars ($500,000.00.) These Exhibits must be executed by the CONSULTANI and
submitted with the master AGREEMENT, and retumed to the AGENCY at the address listed in section III "General
Requirements" prior to its performance of any SERVICES under this AGREEMENT.
Agreemenl Numbe.: HLP-PB 1 5(0 I 8)
Local Agency A&E Profussiona, Services Cost Ptus Fixed Fe Consulbnt Agreement
Revised 3/11n016
Page 11 of 11
XVll. CompleteAgreement
This document and referenced attachments contain all covenants, stipulations, and provisions agreed upon by the
parties. No agent, or representative ofeither party has authority to make, and the parties shall not be bound by or
be liable for, any statement, representation, promise or agreement not set forth herein. No changes, amendments, or
modifications ofthe terms hereofshall be valid unless reduced to rvriting and signed by the parties as a supplement
to this AGREEMENT.
XVlll. Execution and Acceptance
This AGREEMENT may be simultaneously executed in several counterparts, each of which shall be deemed
to be an original having identical legal effect. The CONSULIANT does hereby ratiry and adopt all statements,
representations. warranties, covenants, and AGREEMENT's contained in the proposal, and the supporting material
submitted by the CONSULTANT, and does hereby accept thisAGREEMENT and agrees to all of the terms and
conditions thereof.
XlX. Protection of Confidential lnformation
The CONSULIANT acknowledges that some of the material and information that may come into its possession
or knowledge in connection with this AGREEMENT or its performance may consist of information that is exempt
from disclosure to the public or other unauthorized persons under either chapter 42-56 RCW or other local, state
or federal statutes ("State's Confidential Information"). The "State's Confidential Information" includes, but is
not limited to. names, addresses. Social Security numbers, e-mail addresses. telephone numbers. financial profiles.
credit card information. driver's license numbers, medical data. larv enforcement records (or any other information
identifiable to an individual). STATE and AGENCY source code or object code. STATE and AGENCY securit-v
data, non-public Specifications, STAIE and AGENCY non-publicly available data, proprietary software, State
security datq or information which may jeopardize any part ofthe project that relates to any ofthese types of
information. The CONSTILTANT agrees to hold the State's Confidential Information in strictest confidence
and not to make use ofthe State's Confidential Information for any' purpose other than the performance ofthis
AGREEMENI to release it only to authorized employees. sub-consultants or subcontractors requiring such
information for the purposes of carrying out this AGREEMENT, and not to release, divulge, publish, transfer,
sell- disclose, or otherw'ise make it knorvn to any other party without the AGENCY's express written consent
or as provided by law. The CONSULTANT agrees to release such information or material only to employees,
sub-consultants or subcontractors who have signed a nondisclosure AGREEMENT, the terms of which have
been previously approved by the AGENCY. The CONSULTANT agrees to implement physical, electronic, and
managerial safeguards to prevent unauthorized access to the State's Confidential Information.
Immediately upon expiration or termination of this AGREEMENT, the CONSULTANT shall, at the AGENCY's
option: (i) certiry to the AGENCY that the CONSULTANT has destroyed all of the State's Confidential
Information; or (ii) retumed all of the State's Confidential Information to the AGENCT or (iii) take wharever other
sleps the AGENCY requires olthe CONSULTANT to protect the State's Confidential Information.
As required under Executive Order 00-03. the CONSULTANT shall maintain a log documenting the following:
the State's Confidential Information received in the performance of this AGREEMENT; the purpose(s) for which
the State's Confidential Information was received: who received, maintained and used the State's Confidential
Information: and the final disposition ofthe State's Confidential Information. The CONSULTANT's records shall
be subject to inspection, review, or audit upon reasonable notice from the AGENCY.
The AGENCY reserves the right to monitor. audit. or investigate the use ofthe State's Confidential Information
collected. used. or acquired by the CONSULTANT through this AGREEMENT. The monitoring, auditing. or
investigating may include, but is not limited to, salting databases.
Agreement Number: HLP-PB l5(018)
Local Agency A&E Ptofussiona, Services Cost Plus Fixed Fee Consulta,fi Agreement
ReYised 3/11n016
Page 12 ot 11
Violation of this section by the CONSULTANT or its sub-consultants or subcontractors may result in termination of
this AGREEMENT and demand for retum of all State's Confidential lnformation, monetary damages, or penalties.
It is understood and acknowledged that the CONSULTANT may provide the AGENCY with information which
is propri€tary and/or confidential during the term ofthis AGREEMENT. The parties agree to maintain the
confidentialitv of such information during the term of this AGREEMENT and aftenvards. All materials containing
such proprietary and/or confidential information shall be clearl-v identified and marked as ''Confidential" and shall
be retumed to the disclosing party at the conclusion of the SERVICES under this AGREEMENT.
The CONSULTANT shall provide the AGENCY with a list of all information and materials it considers confidential
and/or proprietary in nature: (a) at the commencement ofthe term ofthis AGREEMENT; or (b) as soon as such
confidential or proprietary material is developed. "Proprietary and/or confidential iniormation" is not meant to
include any information which, at the time of its disclosure: (i) is already known to the other party; (ii) is rightfully
disclosed to one ofthe parties by a third party that is not acting as an agent or representative for the other party;
(iii) is independently developed by or for the other party; (iv) is publicly known; or (v) is generally utilized by
unaffiliated third parties engaged in the same business or businesses as the CONSULTANT.
The parties also acknowledge that theAGENCY is subject to Washingon State and federal public disclosure
laws. As such, the AGENCY shall maintain the confidentiality of all such information marked proprietary and/
or confidential or otherwise exempt, unless such disclosure is required under applicable state or federal law. Ifa
public disclosure request is made to view materials identified as "Proprietary and/or confidential information" or
otheruise exempt information. the AGENCY nill noti! the CONSULTANT of the request and of the date that such
records will be released to the requester unless the CONSULTANT obtains a court order from a court ofcompelent
jurisdiction enjoining that disclosure. Ifthe CONSULIANT fails to obtain the court order enjoining disclosure, the
AGENCY will release the requested intbrmation on the date specified.
The CONSULTANT agrees to noti! the sub-consultant of any AGENCY communication regarding disclosure that
may include a sub-consultant's proprietary and/or confidential information. The CONSULTANT notification to the
sub-consultant rvill include the date that such records'will be released by the AGENCY to the requester and state
that unless the sub-consultant obtains a court order from a court ofcompetent jurisdiction enjoining that disclosure
the AGENCY will release the requested information. If the CONSULTANT and/or sub-consultant fail to obtain
a court order or otherjudicial reliefenjoining the AGENCY by the release date, the CONSULTANT shall waive
and release and shall hold harmless and indemnifr the AGENCY from all claims ofactual or alleged damages,
liabilities, or costs associated with the AGENCY's said disclosure olsub-consultants'infbrmation.
XX. Records Maintenance
During the progress ofthe Work and SERVICES provided hereunder and for a period ofnot less than six (6) years
from the date of final payment to the CONSULTANT, the CONSULTANT shall keep. retain and maintain all
"documents" pertaining to the SERVICES provided pursuant to this AGREEMENT. Copies of all "documents"
pertaining to the SERVICES provided hereunder shall be made available for revierv at the CONSULIANT's place
of business during normal working hours. If any litigation, claim or audit is commenced, the CONSUUIANT shall
cooperate withAGENCY and assist in the production of all such documents. "Documents" shall be retained until
all litigation, claims or audit findings have been resolved even though such litigation. claim or audit continues past
the six (6) year retention period.
For purposes ofthis AGREEMENT, "documents" means every writing or record ofevery type and description,
including electronically stored information ("ESf), that is in the possession, control, or custody ofthe
CONSULIANT, including, without limitation, any and all correspondences, contracts, AGREEMENT 's,
appraisals, plans, designs, dat4 surveys, maps, spreadsheets, memoranda, stenographic or handwritten
notes, reports, records, telegrams, schedules, diaries, notebooks, logbooks, invoices, accounting records,
work sheets, charts, notes, drafts, scribblings, recordings, visual displays, photographs, minutes of meetings,
Agreement Number: HLP-PB l5(018)
Page 13 of 11Local Agency A&E Ptorbssiona, Services Cost Plus Fixed Fe Consulbnt Agr€gnl€nt
Revised 3/11n016
tabulations, computations, summaries, inventories, and writings regarding conferences, conversations or
telephone conversations, and any and all other taped, recorded, written, printed or typed matters ofany kind or
description; every copy of the foregoing whether or not the original is in the possession, custody, or control ofthe
CONSULTANT, and every copy ofany of the foregoing, whether or not such copy is a copy identical to an original,
or whether or not such copy contains any commentary or notation whatsoever that does not appear on the original.
For purposes ofthis AGREEMENI "ESI" means any and all computer data or electronic recorded media ofany
kind, including 'Native Files", that are stored in any medium liom which it can be retrieved and examined, either
directly or after translation into a reasonably useable form. ESI may include information and./or documentation
stored in various software programs such as: Email, Outlook, Word, Excel, Access, Publisher, PowerPoint, Adobe
Acrobat, SQL databases, or any other software or electronic communication programs or databases that the
CONSULTANT may use in the performance of its operations. ESI may be located on network servers, backup
tapes. smart phones. thumb drives. CDs. DVDs, floppy disks. work computers. cell phones. Iaptops or any other
electronic device that CONSULIANT uses in the performance of its Work or SERVICES hereunder, including any
personal devices used by the CONSULfANT or any sub-consultant at home.
"Native files'' are a subset ofESI and refer to the electronic format ofthe application in rvhich such ESI is normally
created. viewed. and /or modified.
The CONSULTANT shatl include this section XX "Records Maintenance" in every subcontract it enters into in
relation to this AGREEMENT and bind the sub-consultant to its terms, unless expressly agreed to otherwise in
writing by the AGENCY prior to the execution of such subcontract.
In witness whereof, the parties hereto have executed this AGREEMENT as of the day and year shown in the
"Execution Date" box on page one (1) ofthis AGREEMENT.
a'l tqln
Signature Date
02t08t2017
Sign Date
Agreement Number: HLP-PB l5(018)
Local Agency A&E Profussioaa, Se.vices Cost Plus Fixed Fee Consul,,nt Agreement
ReYised 3/11nuo
Page 11ot 11
Any modtJication, chonge, or reformation of this AGREEMENT shall require appruval as toform by the Ofice
of the Attorney General.
Exhibit A
Scope of Work
Project No. TR 0l-14
TASK 1 _ PREPARANON OF OVERALL CONCEPTUAL TRAIL PLAN
Task lA - Valley Creek Estuary Park to East Boat Haven
.complete topogaphic and right ofway survey; prepare base map
.der"iop p.eiirn'inury root" ptun, evaluite and document environmental constraints, and hold stakeholders
meetrng
.develop schematic desigrr plans and hold community meeting
.complite design development (60% plans) and forward to City for review
..o-pl"t" final desigrr (90% plans) and forward to City for approval
.complete topographic and right ofway suwey; prepare base map
.dereiop schimlatic design plins, complete geotechnical evaluation and documentation, evaluate and document
environmental constraints, and hold stakeholders meeting
.update schematic design plans and hold community meeting
.complete design development (60% plans) and forward to Citv for review
."o-pl"t" final design (90% plans) and forward to City for approval
Task lC Crown Park to West l0th Street/Milwaukee Drive
.complete topographic and right of way survey; prepare base map
.deveiop schim-atic aesign plLs, evaluate and document environmental constraints, and hold stakeholders
meetrng
.update schematic design plans and hold community meeting
.complete design development (60% plans) and forward to City for review
.complete finat desigrr (90% plans) and forward to City for approval
Task lB - Hill Street/Marine Drive to Crown Park
TASK 2 _ PREPARATION OF CONSTRUCTION CONTRACT DOCUMENTS
The preparation ofconstruction documents for each ofthe tasks noted previously will be done as stand-alone
pro.lects. Documents will include bid ready plans, bid and contract forms consistent with City of Port Angeles
iequirements and FHWA standards, general conditions and technical specifications, and the hnal Engineer's
Estimate ol Probable Construction Cost.
Agreement Number: HLP-PB l5(018)
WSDOT Fom 11OO89 EF Exhibit A
ReYised 10RO/2011
Page 1 ot I
Exhibit B
DBE Participation
The Request for Qualifications included the following statement:
"The Recipient, in accordance with Titte VI of the civil Rights Act of 1964, 78 Stat. 252, 42 U.5.C.2000d to
2000d-4 and Title 49, Code ofFederal Regulations, Department of Transportation, Subtitte A, Oflice ofthe
Secretary, Part 21, Nondiscrimination in Federally-assisted programs of t-he Department of Transportation issued
pursuant to such Act, hereby notifies all bidders that it will aflirmatively ensure that in any contract entered into
Pusuant to this advertisement, disadvantaged business enterprises as defined at 49 CFR Part 6 wiU be afforded full
opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of
race, color, national origin, or sex in consideration for an award.
Minority and women owned businesses shall be afforded full opportunity to respond to this invitation, shall not be
discriminated against on the grounds ofgendeq race, color, age, national origin or handicap in consideration ofan
award ofany contract or subcontract, and shall be actively solicited for partiaipation in this project by direct
mailing ofthe invitation to respond to such businesses as have contacted the City for such nLtification."
Out ofthe three responses received, none disclosed themselves as a DBE.
WSOOT Fom 11$089 EF Exhibit I
Revised 1OR0aO11
Page 1 of 1
Agresment Number: HLP-PB l5(018)
Exhibit C
Preparation and Delivery of Electronic Engineering and Other Data
In this Exhibit the agency, as applicable, is to provide a description ofthe format and standards the consultant is
to use in preparing electionic fills for transmission to the agency. The format and standards to be provided may
include, but are not limited to, the following:
I. Surveying, Roadway Design & Plans Preparation Section
A. Survey Data
Autocad data and mapping ASCii point file
B. Roadway Design Files
AutoCad (base and./or Civil 3D)
C. Computer Aided Drafting Files
Autocad (base or Civil 3D)
Agreement Number: HLP-PB l5(018)
WSDOr Form 140489 EF Exhibit C
Revised 10/30/2011
Page I of1
D. Speciry the Agency's Right to Review- Product with the Consultant
E. Speci$ the Electronic Deliverables to Be Provided to the Agcnsy
Suwey point files, Construction Plans, Topographic Map
F. Specifu What Agency Furnished Services and Information Is to Be Provided
Agreement Number: HLP-PB l5(018)
WSDOT Fom 11(H)89 EF Exhibit C
Revisecl 10/30/2011
Page 2 of 1
II. Any Other Etectronic Files to Be Provided
Construction Contract Documents in Microsoft Word and/or Adobe Acrobat
IIl. Methods to Electronically Exchange Data
WSDOT Form u0-089 EF Exhibit C
Revise.t 1OB02U1
Page 3 of 1
A. Agency Software Suite
AutoCAD 2017
B. Electronic Messaging System
C. File Transfers Format
WSDOT Form 1tto489 EF Exhibit C
Revised 10R0n014
Page 4 of 1
Exhibit D
Prime Consultant Cost Computations
See Attachment D-l
Agrcsment Number: HLP-PB l5(018)
WSDOr Form 110089 EF Exhibit D
Revised 1080n011
Page I of I
ATTACHMENT D.1
PRIME CONSULTANT COST COMPUTATIONS
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suslAs{ otscflPTlofl
rA Valley Creek to East Soat Haven
lB HiluM.,lne to Crotfln par*
lC Crovrn Part to loth/Mlhtu.to€
rAsX 2 - CO STRUCr|OX CONTnACT DOCUMET{rS
2A Valle? Creet to East Boat H.wn
29 Hll/Mrrl.re to Cror.rn P.,t
2C C.own Pa,k to toth/Mitwuafle
CITY Of PORT AT'GETES WATERTNOflT AI{O OI.YMPIC OISCO\'IRY TBAIL. TEI{OVIC & AISOCIATES, II{C.
COST EsIIMAIf, PE8 rAsr
kin.ipal Engl.Eriint Mana8e, s.. Oaaion tngineerHou.! DSC llou6 O6C Houri OSC Hou6
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4 $rc.(B 5r s3,367.52
it{) ,4,526.00 5 S46!.60 88 $5,68&Ee
24 12,775.@ 4 S3m.ot 58 94,.03.63
Tor.l Et S1O,t77.m 13 SLm2.r6 2(E Sf3,art.OS
land 9rNeyoi
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120 5'tA24.44
108 S5,6a1.95
242 5,7,t47.31
59,854.18
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CITY OF PORTANGELES WATERFRONTANO OLYMPIC DISCOVERY TRAIL RATE SCHEDUtf
2014 IDCR @101.s96;
FEE @ 1096
Fi,st Name
Stephen
Scott
Seth
John
Employee Type
Principal
Engineering Mgr.
5r. Design En8lneer
Land Surveror
Actual Hou.ly Rate
5so'oo
s40.00
s28.m
t26.7s
ICR Rate
101-30%
5s0.55
s40.s2
s28-36
527 -Lo
Fee
:to%
s1s.00
s12.00
58.40
SE.03
Total
s11s.6s
s92.52
$64.76
s61.87
l-a5t Name
Zenovic
Headrick
Rodman
ward
Exhibit E
Sub-consultant Cosf Co mputations
There isn't any sub-consultant participation at this time. The C0NSULTANT shall not sub-contract tbr
the performance of any work under this AGREEMENT without prior written permission of the AGENCy.
Refer to section VI "Sub-Contracting,' of this AGREEMENT.
Refer to the following attachments:
Hough, Beck, & Baird, Inc. - Attachment E-l
PND Engineers, Inc. - Attachment E-2
Hart Crowser - Attachment E-3
Westech Company - Attachment E-4
Harbor Power Engineers, Inc. - Attachment E-5
Agreement Number: HLP-PBl 5(01 8)
WSDOT Form 140.089 EF Exhibit E
Revised 10R0nU1
Page 1 ol 1
ATTACHMENT E-l
SUB CONSULTANT COST COMPUTATIONS
HOUGH, BECK, AND BAIRD
thlthgtrtst tOrprtlt t ol llarportrtbn
Lyn[ P.t .!on
SecrHary of Transportation
July I2,2016
Hough Beck & Baird, Inc.
2l 5 Westlake Avenue North
Seattle, WA 981 09
Subject: Acceptance FYE 2015 ICR - Audit Office Review
Dear Ms. Pam Neuman:
ltenfortad,on BulHlng
310 M.plc H( Ahnu.3.t.
Po. g.a a7900
Oifirpi.. WA 9€5O+73O0
360-705-7(m
rrYt I -80&83tt-€388
www.wldotwr-gov
Transmitted herewith is the WSDOT Audit Office's memo of ,.Acceptance" of your
firm's FYE 2015 tndirect Cost Rate (ICR) of l52.5lo/o. your ICR asccptance is in
accordance with 23 CFR 172J alrtd must be updated ou an annual basis. This rate will
be applicabte for:
atr WSDOT Agreernarts
Local Agency Contracts in Washington State only
Costs billed to sgreements/contracts will still be subject to audit of actuEl costs, based
on the tcams aild conditions ofthe respective agrecmenUcontract.
This was not a cognizant rcview. Any other cntity contracting with your firm is
responsible for determining the acceptability ofthe ICR.
If you have any questions, feel free to contact our office at (360) 705-7104 or via
email consultaltratesfa)wsdot.wa.!l(j \
Regards;
Manager, Consultant Services Office
EKI:krns
A,;.qltlncD ICR Audi Omce Reliew
-,w
EXHIBIT A Olymplc Discovery Waterfront Trail
HBB Fee Proposal: Hours Summary
113012017 Page 1 ol2
Pon Wate ront Trarl
TOTALPRINCIPALPRJ. M'G OESIGN.COMP, TECH.coNT. t!tc.SCOPE OF WORK
E
---ITasI I - overall Concepr Draryings (30% oESIGN)
1 day I I1.1 l€sign Chanotte ln Pod Angeles; Site Vbit (
1 10 6 32l.t ?,e/6 Level Design Orarings
24141.3 Trail Marker Research and
an 6!.4
7 151.5 ise and 4
0 Itrd2
2
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Tast 2 . Phns, specfications, ard Esttnates (Bid Docs) - PS&E
4 42.1 Design MeetiDg in Soatue
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Tast 3 - Constfi.Etion Adminisfaton Supporl
c Orders EEIIEEE EETr
r88roTAL orRs)ETTEE
o \ni.r.ai!9rDpo3rrJrfrco.-rrr6{6ro}frl'c oEc, hbtnbd rarool Fa-c.rP.I R.lrr-,'r6a
35
I--T-
iplinary QC and Redlines
2.3
reI
EXHIBIT 8
Stafl
Colie Hough-Beck, ASLA
Dean Koonts, ASLA
llotrix Thompoon
Gina Kim
Pam Neuman
Olympic Discovery Waterftont Trail
HBB Fee Propnsal. Rates Summary
Direct Rate tlows
113012017 Page2 ot 2
Position
PEject l\ranaoer
Designer
Computer Tech,
Coolrach Managernent
$52.00
$28.50
$23.25
$8.m
Tolal
(E
49
72
2
188
Labor
$2,860.m
sl,396.50
$1,674.00
$76.00
$6,696,50
$10,192.74
$2,008.9s
Overhead Rate (152.51%)
Fee (30%)
Total Labor
Expenses
Total
$18,898,19
$2m.00
$19,098.19
^-.7D Y#ll1fl'ix,?'r"ii",,"oo,,"oo.,
Erik Jonson,.pontractiug Sorvices Manager
"61Jeri Sivertsfn, Assistatrt Audit Dirccror
Hough Beck & Baird, Inc. Indiroct Cost Rate
for Fiscal Year Ended Dsccmber 3 I , 20 t 5
We have completed our rwiew of Houeh Bcck & Bein{ Inc. (HBB) tndircct Cost Rate
for the above rgferenced fiscal yeor. We reviewcd the docum'entation supporting thc rate
for compliancc with criteda contained in the Fedcral Acquisition Regulations (FAR),
Subpatt 31.
Bascd on our roview we arc issuing lhis memo cstablishing the HBB Ifldircct Cost Rate
for fiecel ycarcndingDeccmber3I,2015, at t52.51% ofdircct labor, HBB pmvided an
FHWA Certificatc ofFinal Indirect Cosh indicsting all costs included in thc iadirect cost
rat6 schedule comply with FARs. Our review includcd a site visit to thc firm.
Costs billed to agreeorcnts will still be subject to audit of actual costs, based on dre terms
ond conditions of thc rcapcctive ag:cqneoL
This was uot a cognizaat rcview. Any other entity conhacting with the finn is
responsible for dotermining tho acceptability ofthc Indir€ct Cost Ratc.
Memorandum
July 8, 2016
TO:
FROM:
SUBJECT:
If you havc any quostions, feal free to csll m€ at (360) 705-7006, or via eoail at
han,evs@wsdol. rva, gov.
Cc: Steve MoKcorey
File
Certlflcation of Flnat lndirect Costs
Flm Neme: Hossn g.d a EBrd t*
lndlrect Cost RaE Proposal: ls2,5i
DEts of Proposal PropaBtiot:, (fiil&lryyy) mnoft
Fkoal Period Covered (mm/ddlyyyy to mm/dd/yyyy): ot/olnois to ru3tr2o15
AU known maledal (nnsacllons or evenls thal hava occurred affecliflg the lhm's ownershlp,otganhalion and inditucl reloe have boon dlschsad.
Slgnaturs:
l: l+ utlderv,.Ena!, cetlry that t haw E/vbwod the $off,eat to oslabtt& ftnel tfltftct tnsl retesrcr ne kcel Fdd as sE,clfisd afuve snd lo lhe }€ct ol flty knortk,dge aN beltet
1 .) N cos/ts btctuddd tn thir p.qposa/ a€ asrabr/sh frnat hdired @st tales s Eltwa e heccofttence wlth lhe @st ptlndples ol ths Fedanl Aqulslltoa Ragutattons (FAR) ol afite 4g,
Cod€ of Federal Regulethns (CFR), patl 91 .
z.).fhb propc^lol d@E npt tndtfr! sny c,,sG. vt tidl aE axp{essly uaafrowebb mder lhe coet
NffiB of Ccrtfylng Oficlal. (
Tltle arrucot
Von0
Th€'Ce ithg Offieiaf must be an indlviduat ex€arfve ot f,neockLl officsr ot thc lhm al e t€vet
no lorvar than a Vice Presld60t or chref FlnEncrar ofrcer, or lqurv"hot, who has ti6 €uthorlty toft|prslaflt hs financrar rnlorm8rbl utl[zed to e8tsbli8h ths rndl]sct coetiate for uee underAgincy
@nFacl8.
Dat€ ol C€rtlllcadon (mmtddlyyyy): 7t7t2g1s
Rst FHWA Dtactive 4470.1A avallablE on lne at:
hltp://rru,wlhwa-dot. oov/leoBreos/dlr€clivero.rderg44 70 1 a. htm
O/H Certification; Nov 2010
ATTACHMENT E.2
SUB CONSULTANT COST COMPUTATIONS
PND ENGINEERS,INC.
&ob€r 4, 2016
PND Enginecrs, hc.
1506 W. 366 Avenue
Anchoragq AK 99503
Subjecr: Acceptance FYE 2016 ICR - Risk Ass6sment Review
Dear Mr. Brian McConncll:
Bascd on Washington State Deparfilent of Transponation's (WSDOT) Risk
Assessmcnt rcview ofyour Indirect Cost R&te (ICR), we have acccptcd your proposed
FYE 2016 ICR of 152.600/o. This ICR acccptancc is in accordancc with 23 CFR 172.7
and must be updated on an annual basis. This rate may be subject to additional review
if consid€red neccssary by WSDOT and will be applicable for:
WSDOT Agreements
Local Agarcy CoDtracts in Washington State only
Costs billed to agreemntycontrscrs will still be subject to audit of actual cosb, basd
on the terms and conditions ofthe rcspective ag:eem€flycontract.
This was not s cognizant revicw. Any other eatity contracting with the firm is
responsible for daermining the accepabitity of the ICR.
lf you have any que.stions, feel frce to contact our ofEce at (360) 705-?104 or via
ernail consultantrates@wsdot.wa.cov.
Regards;
hlllgtanStrtoD.efffi of Trrrgctrthn lt-tEllaucn &rlalr|!
310 MtJ. tu( A',qit' g.E
PO, Bor a73oo
otytrpl.. wA s5o4-t300
3(p7&70(b
TTY r -8Gagl{qn
wsw.ft(bl.f,a.gov
.t
Manager, Consul Services Otfice
EKJ:kms
AlrqrL,lcc ICR RBI A*es3lner Rcvdw
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ATTACHMENT E-3
SUB CONSULTANT COST COMPUTATIONS
HART CROWSER
-,w ttt*5too ttrtrffidffa.9ctrdoa
Lynn Patarsoa!
Socl€lary of Trrnsgortatiofi
Ilen Cortlon Bualdng
3lO M6pb h( A\rs!l.5 S.E.
P.O. Eor a73OO
olyrri!. WA $6O4-73q!
3&767Im
TrY r {@813-61188
wwv.id.wa,eov
January 28, 2016
Hart Crowser, [nc.
3 l3 t Elliott Avenue, Suite 600
Seattle, lvA 98121- t()47
Subject: Acceptance FYE 2015 ICR - CPA Report
Dear Mr. Rob€rt Jeoson:
We have accepted your firms FYE 2015 lndirect Cost Rate (lCR) of202.99% ofdircct
labor (rate includes 0.2370 Facilities Capital Cost of Money) based on the
"Independant CPA Report," prepared in accordance with Part 3l of the FAR, by T.
Wayne Owens & Associates. Your ICR acceptance is in accordance with 23 CFR
172.7 and must be updated on an annual basis. This rate may be subject to additional
rwiew if coniidered necessary by WSDOT and wilt be applicable for:
xE
WSDOT Agreanents
Local Agancy Contracts in Washinglon State only
Costs billed to agreernentJcontracts will still be subject to audit of actual costs, basod
on the tenns and conditions ofthe respective agreemenUconkact.
This was not a cognizant review. Any other entity contrscting with the firm is
responsible for determining the acceptability of the [CR.
lf you have any questions, feel free to contact our office at (360) 705-7104 or via
email consultantrates@wsdot.wa-cov.
Regards;
fu*kvv'\---\-
Managet, Consultant Services Office
EKJ:rck
Aeccplunec ICR CPA R$(|n
TABLE I - Coct Erth.tG for Task llcl " 30% D6igo to. At€rado Trr! - Hill Str6.{ to CrorYn P.rt (2,8(x) Lin.ol F!ct)
15-A- 114r)-O27 !-De{ 16
Geo l.sk I
Geo Task 2
Geo TaaI 3
Geo Task 4
G€o T.sl 5
GeoTatkS
Geot..hnr..l .rpb..tiona (5 borln$ to 20 teel !ach,.nd ooe lo 50 fact)
lnierpratillon afid compilation of aubsuafece infu.rnrtioft
Geot.dnk.l.rlci crlrg rtalyir md d.tEn
ReporrlnS
Me!0n8c. confcrenc! 6lli, d ptojad man{emafil
30t (h'.tn ileport ford€iian te.m
LAgOR/PTRSONTTL (HOURS]6eo
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overh.ad Con iocl
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DscloC Cost
s.nior Prlncip.l lHorvllr, G)
Prin.lpal
s.nior tusoo.i. (x.rleq Ml
S.nlor A$ooate (Wrlahr, S)
Sc or Projlol
Proj.fl {ChambctLan, M)
Sr or Stafl lMcDonald, Bl
Staff/Pro,ect Arsisi. (W.rnrr, C)
ProjGcr CADD sp.ci.h (Undqursl, EI
Lbor Ds,C Strblot l
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5S3 28
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534.27
s27.J3
s29.62
sL,442
52,S13
512o
s1,908
s1,02E
5164
514S
92,925
5S,1O1
t5{9
51873
s2,0E7
s3!3
53Ol
54,368
s7,61{
s969
6s,7Er
$1,r5
1497
5449
S!32
5754
596
Ss72
53oE
s49
S{4
54,8m
i8,358
5r,065
56.3s1
S3,421
t546
t493
s1,794 5s9s 52,026 51,150 s1,092 98s4 57,522 s15,269 522,79r t25,04E
DtRtcr cosls
Olhcr Olrecl
F.rdl.m (3 d.ys O 5165/d.y}
Protdtiv! Ga.r, ti€ld Equlp, .nd supplie3
fleld T.uck 13 deyr O 585/d.yl
Sub€onlr.ct orillilf
Gaota<hnical Laboratory Tcilint
Dispoi.l of,oil dJttiryr (to b t fi otliit I
5{9s
52oo
S25s
s15,000
S1,2@
So
5495
52m
t2ss
s15,0m
tr,2m
So
oi.rl Costs Subtobl s17,ts0 50 So So So So suHorel 917,150
IOTAI. COSTS 8Y TA5(518,944 s599 s2,025 sl.15O 5r,092 sE54
TOTAI: t42,198
IOTAL TASK HOURS 54 26 15 14 !59l1s
I F.. llogr ofI !5e)
J Eetr | roral
I rasr s I rou's
T o,rccr satarv lorrect salarvI- s.!. I e.t(45!)
-,U Effiffi.ffir',cpo'raron
Janury 27, 2016
TG
FROM:
ST]BJECT:
Attachment
ccl Stevo MoKcrncy
Fila
Erik Jonson, Conhactiag Sorvioos Managw
Sdrs&io Hsrv€y, Agrrom€nt Coapliatcc Audit Manse6re/+Ei
Hrt Crowsor, Ine hditca Cost Rste for
Fiscal Ycar Endod Jrme 30, 2015
Memorandum
WoaccOt 6e pdit wort performcd by T. Wayno Owas & Associat s rclstcd to thoEart urowscr, lnc., Indirecl Cosl REte for tho abovc rtfcrraccd ffscal ycar. T. WayneOvons & Aerociabs auditcd fto Hart Crcwsq indircct costs fo,
"oiptianoc wim F"dqalAcquisitioo R.gulaiorr @AR), Subprrt 3 l. orn ofrcc did oot rsvioi their audit u,orlc
B_ased_on orr acccptancc ofttc CpA,s audit, wo aro issuhg this mcrno 6trbii6iiDg tbcHart crowscr Indir'ct cost Rat6 for fiscal yoar cnrring ruz ni, zoti * zu.*% of daectIabor (rato includoe 0.23% Frcitties Crpitit Cort offroo"fy.
-' -- -- -
Cons b lod to agre@onta wiU still bo slrbjcd !o audit of sctual co6ts, based on tho t6rmand conditions oftho reqrectivc agtcc&eot
This was not a coguizant roview. Any othor €ntity contacting with tho finn is
reaponeiblo for doterrnining 0rc acceptability of thc Indirca Clst Rate.
Ifyou havc ary guestioos, ftd &cc to call mo at (360) 705-7006, or via email at
har cve@wsdotwa.gov.
Certlflceflon of Flnal lndlrect Coets
flnn llsllr6: Hat $owar., lno.
lndfsct CoEt Rata Frsposal;202.78i+:Sl{FCCI{
Dsta ol PropGial PrBpsradon (mm/dd/yyyy);1-1&2010
Flscal PErlod CwerEd (mm/ddyyyy to mrr/dd/yyyy):06r2Elr0l4 to 08/2Ef201 6
ltC lofiwn aigld,l L?f,j''/tf,lonr or eytrr{s lrtrt l,a,E ocfrrtld efraath|g the lwa ol,f/iatahh,
o,ga lzdtut afid lndM @d lt 18 ,,orrr [trn dlscb$d
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l, UE uafitslgnpd, @tffy thal I h&€ tevpi/Bd tlld prc,paal b ocabl&h tlnd rrdfBcl co*,l.ag
k,rltl€ fucal p€t@ se s@ad abovs and b lho best d w kmtr@,6 6tld 0o,lM
1,) Al @?e \fl&rded h t,&prqposdlb affi&fr fr|,E,l ktdtscl c!6l lEtas at€ dd &la h
scdordAr6r r,r,rltr 1r,., cort pdn,6&18 ofth, Frdai/ r'@debn F,Enlcdor]€ (FM dfu 1A
Cade d F&rEl tugt l tut, PFR), p!,i 31,
L) TW N({09AI dpcs rut td)do ary ds vtttloi dE oxplc@ o?aibrtEnb u&UsaEl
ptin,r'pl,d otfie FAR d,$ qR .
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TU€r cr6
F
The 'CordfytrE Oficlel must b. an lndlvldual sx€(rJgva or finarElEl offisr o, th. frm ai a hvsl
no lorrEr ttrff e Vk6 PtlsH!.lt .. ChlE FlnancH Omcer, or Equlvslsnt, who ha8 th€ sulfiod0 b
rqreaillt he fnanclal tr|furnrs{nn uffizid b eil*fitfi tha kdlr€ot old tsE for u8a undtr Ageflcl
conlracb
DstB ol Ogdmcatlofl (mn MlWWli r^r8.e01€
R€f. FIIWA DlrEcivs 4470.1A avdfiablo on llns d:
htlril^vww-fr wa.dalaqvfi eorjsosrdk6cdveE/ord!lg,/44 70 1a.hkn
O4{ Cortifisadon: Nov 2010
ATTACHMENT E4
SUB CONSULTANT COST COMPUTATIONS
WESTECH COMPANY
WESTECH COMPANY
2017 HOURLY RATE SCHEDULE1
Labor Rates: (includes salary, fringe benefits, administrative overhead and profit)
Senior Professional2 = $1 10.00 - $150.00
Professional = $110.00
Expert \Mrtness Testimony (Senior Professional) = $300.003
ScientisUEngineer/Planner = $90.00
Research Scientist = $60.00 - $80.00
Biologist = $60 00 - $90.00
Technician = $40.00 - $50.00
Field Technician/Research Associate = $50.00 - $60.00
Field Team (2 person) = $120.00 - $150.00
Administrative/Accounling = $80.00 - $90.00
Direct E)oenses: Cost + 10% Administrative Surcharge. Specific Costs ltemized Below
Transportation: Automobile - surfaced roads $0.53.5 per mile
4-wheel drive $0.80 Per mile
Air (airlinelprivate) Cost plus 't 0%
Laboratory Cost Plus 10%
Computer time: Word Processing/ Data Analysis lncluded
Computer Modeling $30.00/hr
Equipment Rental: Variable Depending on Equipment Needed
(list available upon request)
'Effective January 1, 2017. Minimum job charge is 6 hours. All terms due upon recerpt of invoice and net
15 days unless otherwise agreed.
2oiscount rates available to local government agencies and local non-Profit organizations.
3Expert witness preparatbn time is charged et Professional Time Rates. Court hme is charged at Expert
Witness Testimony Rates ($300-500/ht.).
WESTECH/RATE 1 7/020317/mas
Personnel A
HRS
c
HRS
E
HRS
Total
HRS
Direct
Salary
Rate
Direct
Salary
Cost
(DSC)
Overhead
Cost (OC) =
1.10 of DSC
+ocD Fee
(30% of DSC)
ST
Professional 8 50 't0 68 64s.83 $3,1 16 44 s3,428 08 $6,544.52 s934 93 $7,479.45
Research
Scientist
16 80 20 llo $33.33 $3,866.28 s4,252.91 s8.119.19 s1,159.88
Technician 4 80 10 94 s20 83 $1,9s8.02 $2,153.82 $4,1 11.84 s587 40 $4,699.24
Admin to 20 8 44 $33 33 s1,466.52 $1,613.17 $3,079.69 $439.e6
Archeologist
Expenses
s800.00
TOTAL COST
99,279 07
s3,519.65
$3,000.00
$28,777.41
t I
I I
I I
I
I
I
I
I
I
I
I
ATTACHMENT E-5
SUB CONSULTANT COST COMPUTATIONS
HARBOR POWER,INC.
HARSOR POWER ENGINE€RS, INC.
CITY OF X)RT AI{GEIES WAT€RFRONT AND OLYMPIC DISCOVERY TRAIL RATE SCHEDULE
Safe Harbors Rat€ @110%;
FEE @ 3096
Iast Name
David
Campbell S44.oo 512_00
Fi6t Name
Edward
Jerry
SH Rate
110.0016
s66.m
30%
518.00
Total
Sr44.oo
596.oo
Employee Type
Princlpal/Elect. En8.
Senior D6i8ner
AEtual Hou y Rate
s60.m
54o.m
Fee
CITY OT PORIAI{GEI.IS WAIERfRONTA D OI.YMPIC OISCOVERY TRAIL. HARBOR POWER E 6I E[RS,II{C,
COST ESTIIVIATI PTR TASK
PrincipaYElect- tn8ineer
Hou.s Colt
Senior Oesigne,
Horr6 Cort
TAS( 1- CO|{CEPTUA! D€Sr6n
SuETASX OESCITPIOT{
rA Valley Creek to East goat }laven
18 HiluMarlne to Crov/n Pait
1C Crown Park to loh/Mlli/uatee
TA5( 2 . CO'i5TRUCTIOI{ COITNAfi DOCUME',ITS
7A Valley Creek to East Boat Ha\4n
28 HilyM.rin€ to Crown P.rt
2C C.orrn Part to lfth lilvru.kee
Total
51,44O.m
90.m
'o'o
5!,44O.m
s2,30t.00
s0.00
so.oo
s2,r14.00
sr,920.00
so.m
$o.m
$1820.00
s3,?e4.m
s0.m
90'@
53,264.00
s3,360.00
90,m
5o.oo
s3,360,m
l0 m
0
0
20
0
0
l0
0
0
34
16
0
0
15
34 s5,5.6S00
$o"oo
50.00
95,s6t.m
Exhibit F
Title Vl Assurances
During the performance of this ACREEMENT, the CONSULTANT, for itself, its assignees, and successors
in interest agrees as follows:
l. Compliance with Regulations: The CONSULTANT shall comply with the Regulations relative to non-
discrimination in federally assisted programs of the AGENCY Title 49, Code of Federal Regulations,
Part 21, as they may be amended from time to time (hereinafter referred to as the "REGULATIONS'),
which are herein incorporated by reference and made a part of this AGREEMENT.
2. Non-discrimination: The CONSULTANT, with regard to the work performed during this AGREEMENT,
shall not discriminate on the grounds ofrace, color, sex, or national origin in the selection and retention
of sub-consultants. including procurement of materials and leases of equipment. The CONSULTANT
shall not participate either directly or indirectl,v- in the discrimination prohibited by Section 21.5 ofthe
REGULATIONS, including employment practices when this AGREEMENT covers a prognm set forth
in Appendix B of the REGULATIONS.
l. Solicitations for Sub-consultants, Including Procurement of Materials and Equipment: In all solicitations
either by competitive bidding or negotiations made by the CONSULIANT for work to be performed
under a sub-contract. including procurement of materials or Ieases ofequipmenL each potential sub-
consultant or supplier shall be notified by the CONSULTANT of the CONSULTANT's obligations under
this AGREEMENT and the REGULATIONS relative to nondiscrimination on the grounds of race, color,
sex, or national origin.
4. Information and Reports: The CONSULTANT shall provide all information and reports required by the
REGULATIONS or directives issued pursuant thereto, and shall permit access to its books, records,
accounts, other sources of information, and its facilities as may be determined by the AGENCY the
STATE, or the Federal Highway Administration (FHWA) to be pertinent to ascertain compliance with such
REGULATIONS. orders and instructions. Where any information required of a CONSULTANT is in the
exclusive possession of another who fails or refuses to furnish this information, the CONSUUIANT shall
so certiry to the AGENCY, the STATE, or the FHWA as appropriate, and shall set forth what efforts it has
made to obtain the information.
5. Sanctions for Non-compliance: In the event of the CONSULTANT's non-compliance with the non-
discrimination provisions of this AGREEMENT, the AGENCY shall impose such AGREEMENT sanctions
as it, the STATE, or the FHWA may determine to be appropriate, including, but not limited to:
. Withholding of payments to the CONSULTANT under this AGREEMENT until the CONSULTANT
complies, and/or;
. Cancellation, termination, or suspension of this AGREEMENI in whole or in part.
6. lncorporation ofProvisions: The CONSULTANT shall include the provisions ofparagraphs (l) through
(5) in every subcontract. including procurement of materials and leases ofequipment. unless exempt by the
REGULATIONS, or directives issued pursuant thereto. The CONSULTANT shall take such action with
respect to any sub-consultant or procurement as the STATE, the AGENCY or FHWA may direct as a means
of enforcing such provisions including sanctions for non-compliance.
Provided, however, that in the event a CONSULTANT becomes involved in, or is threatened with,
litigation rvith a sub-consultant or supplier as a result of such direction. the CONSULTANT may request
the AGENCY enter into such litigation to protect the interests of the STATE and/or the AGENCY and, in
addition. the CONSULTANT may request the United States enter into such litigation to protect the interests
ofthe United States. Agreement Number: HLp-pB15(0lS)
WSDOT Fonn 11GO89 EF Exhibit F
Revised 10B0no
Page 1 of 1
Exhibit G
Certificati on Doc u ments
Exhibit G-l (a)
Exhibit G-l(b)
Exhibit G-2
Exhibit G-3
Exhibit G4
Agreement Numb€r: HLP-PB l5(018)
WSDOT Form 110-089 EF E hibitG
Revised 10R0n011
Page 1 of 1
Certifi cation of Consultant
Certification ofThe City of Po.t Angeles
Certification Regarding Debarment, Suspension and Other Responsibility Matters -
himary Covered Transactions
Certification Regarding the Restrictions ofthe Use ofFederal Funds for Lobbying
Certificate ofCurrent Cost or Pricing Data
Exhibit G-l(a) Certification of Consultant
I hereby certiff that I am the and duly authorized representative ofthe firm of
Zenovic & Associates, Inc-
whose address is
301 East 6th Street, Suite l, Port Angeles, WA 98362
and that neither the above firm nor I have:
a) Employed or retained for a commission, percentage, brokerage, contingent fee, or other consideration,
any firm or person (other than a bona fide employee working solely for me or the above CONSULTANT)
to solicit or secure this AGREEMENT;
b) Agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of
any firm or person in connection *ith carrying out this AGREEMENT: or
c) Paid. or agreed to pay', to any firm. organization or person (other than a bona fide employee working solely
for me or the above CONSULIANT) any fee, contribution, donation, or consideration ofany kind fog or in
connection wid; procuring or carrying out this AGREEMENT; except as hereby expressly stated (ifany);
I acknorvledge that this certificate is to be fumished to the City of Port Angeles
and the Federal Highway Administration, U.S. Department of Transportation in connection with this
AGREEMENT involving participation of Federal-aid highway funds, and is subject to applicable State and
Federal laws, both criminal and civil.
Zenovic & Associates, Inc.
Consultant (Firm Name)
Sign Authorized ofllcial of Consultant)
Agreement Number: HLP-PB l5(018)
Date
WSDOI Form 116089 EF Exhibit G
Revised 10B0nU1
Page 1 of 1
zlsln
Exhibit G-l(b) Gertification of The City of Port Angeles
I hereby certi$ that I am the:
I City Manager
E othe.
ofthe City of Port Angeles , and Zenovic & Associates, Inc.
or its representative has not been required, directly or indirectly as an express or implied condition in connection
with obtaining or carrying out this AGREEMENT to:
a) Employ or retain, or agree to employ to retain, any firm or person; or
b) Pay, or agree to pay, to any firm, person, or organization, any fee, contribution, donation, or consideration
ofany kind; except as hereby exPressly stated (ifany):
I ackrowledge that this certificate is to be furnished to the City of Port Angeles
and the Federal Highway Administration, U.S. Department of Transportation, in connection with this
AGREEMENT involving participation of Federal-aid highway funds, and is subject to applicable State and
Federal laws, both criminal and civil.
O-/alrqln
Signature Date
Agreement Number: HLP-PB l5(018)
WSDOT Form 11lN)89 EF Exhibit G
ReYised 10B0nU1
Page 1 of 1
Exhibit G-2 Certification Regarding Debarment, Suspension and Other
Responsibility Matters - Primary Covered Transactions
I. The prospective priman' participant certifies to the best of its knowledge and belief. that it and its principals:
A. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily
excluded from covered transactions by any Federal department or agency;
B. Have not $'ithin a three (3) year period preceding this proposal been convicted ofor had a civil judgment
rendered against them for commission of fraud or a criminal offense in connection with obtaining,
attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under
a public transaction; violation of Federal or State anti-trust statues or commission of embezzlemen!
theft, forgery, bribery, falsification or destruction ofrecords, making t'alse statements, or receiving
stolen prop€rty;
C. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity
(Federal, State, or local) with commission ofany ofthe offenses enumerated in paragraph (l)(b)
of this certification; and
D. Have not within a three (3) 1'ear period preceding this application / proposal had one or more public
transactions (Federal, State and local) terminated for cause or default.
II. Where the prospective primary panicipant is unable to certif, to any ofthe statements in this certification,
such prospective participant shall attach an explanation to this proposal.
Zenovic & Associates, Inc.
Consultant (Firm Nane)
Date
Agreement Number: HLP-PB l5(018)
WSDOI Form 110489 EF Exhibit G
Revised 1080n011
Page I of1
z tlr 1
(Auhorized Official ot Consultalt)
Exhibit G-3 Gertification Regarding the Restrictions of the Use of Federa! Funds
for Lobbying
The prospective participant cenifies, by signing and submitting this bid or proposal, to the best of his or her
knowledge and belief, that:
l. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any
person for influencing or attempting to influence an officer or employee ofany Federal agency. a Member
ofCongress, an officer or employee ofCongress, or any employee ofa Member ofCongress in connection
with the awarding ofany Federal contract, the making ofany Federal grant, the making of any Federal loan,
the entering into ofany cooperative AGREEMENT, and the extension, continuation, renewal, amendment
or modification of Federal contract. grant. loan or cooperative AGREEMENT.
2. lf any funds other than Federal appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an ofhcer or employee ofany' Federal agency, a Member ofCongress,
an officer or employee of Congress, or an employee of a Member of Congress in connection with this
Federal contract, grant, loan or cooperative AGREEMENT, the undersigned shall complete and submit
Standard Form - LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions.
This certification is a material representation of fact upon which reliance tvas placed *-hen this transaction
uas made or entered into. Submission ofthis certification is a prerequisite for making or entering into
this transaction imposed by Section 1352, Title 3 I . U.S. Code. Any person who fails to fi le the required
cenification shall be subject to a civil penalry ofnot less than S10.000.00. and not more than $100,000.00.
for each such failure.
The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require
that the language of this cenification be included in all lower tier sub-contracts. which exceed $100.000.
and that all such sub-recipients shall certifu and disclose accordingly.
Zenovic & Associates,lnc.
Consultant (Firm Name)
Official of Consultant)Date
Agreement Number: HLP-PB l5(018)
?
Page 1 of 1WSDOT Form 11G089 EF Exhibit G
Revised 10f3OnU1
Exhibit G4 Certificate of Current Gost or Pricing Data
This is to certiry that, to the best ofmy knowledge and belief, the cost or pricing data (as defined in section
2.101 ofthe Federal Acquisition Regulation (FAR) and required under FAR subsection 15.4034) submitted,
either actually or by specific identification in writing. to the Contracting Officer or to the Contracting Officer's
representative in support of TR 0l 14 -Port Angeles Waterfront Trail ' are accurate, complete, and current
as of December 31, 2016
This certification includes the cost or pricing data supporting any advance AGREEMENT's and forw.ard pricing
rate AGREEMENT's between the offer or and the Govemment that are part of the proposal.
Firm: Zenovic & Associates, Inc.
President
Signature TiUe
z,/sl,zDate of Execution***:
rldcnti$ the proposal. quotalion. request fot pricing adjustment. or other submission involved. giving rhe appropriare identiEing number (e.g. project title.)
t*lnsert the day, month, and year, when price n€gotiations wer€ concluded ad price AGR-EEMENT was reached,
*r +lnsert the day, month, and year, ofsigning, $tich should be as close as praaicable to the dare when lhe price negotiations were concluded ald the
contract price was agreed to.
Agreement Number: HLP-PB l5(018)
WSOOT Form 11G089 EF Exhibit G
Revised 10R0n011
Page 1 of 1
Exhibit H
Liability lnsurance lncrease
To Be Used Only If Insurance Requirements Are Increased
The professional liabiliry limit of rhe CONSULTANT to the AGENCY identified in Section XII, Legal Relations
and lnsurance ofthis Agreement is amended to S
The CONSULTANT shall provide Professional Liability insurance with minimum per occurrence limits in the
amount of S
Such insurance coverage shall be evidenced by one ofthe following methods:
. Certificate of Insurance.
. Self-insurance through an irrevocable Letter ofCredit fiom a qualified financial institution.
Self-insurance through documentation ofa separate fund established exclusively for the payment ofprofessional
liability ctaims, including claim amounts already reserved against the fund, safeguards established for payment
from the fund. a copy ofihe latest annual financial statements. and disclosure ofthe investment portfolio for
those funds.
Should the minimum professional Liabilit, insurance limit required by the AGENCY as specified above exceed
$l million per occurrence or the value of the contract, *hichever is greater, then justification shall be submitted
to the Federal Highway Administration (FHWA) for approval to increase the minimum insurance limit.
If FHWA approval is obtained, the AGENCY may, at its own cost, reimbume the CONSUUTANT for the additional
professional liabiliry insurance required.
Notes: Cost of added insurance requirements: $
. Include all costs, lee increase, premiums.
. This cost shall not be billed against an FHWA funded project.
. For final contracts, include this exhibit.
Agrecment Number: HLP-PB 15(018)
WSDOT Form 110-089 EF Exhibit H
Revisect 1080n011
Page 1 ot 1
Exhibit I
Alleged Consultant Design Error Procedures
The purpose ofthis exhibit is to establish a procedure to determine if a consultant's alleged design error is ofa
nature that exceeds the accepted standard ofcare. In addition, it will establish a uniform method for the resolution
and./or cost recovery procedures in those instances where the agency believes it has suffered some material damage
due to the alleged error by the consultant.
Step I Potential Consultant Design Error(s) is Identified by Agency,s project Manager
At the first indication of potential consultant design error(s). the first step in the process is for the Agency's
project manager to notiry the Director ofPublic Works or Agency Engineer regarding the potential design
erro(s). For federally funded projects, the Region Local Programs Engineer should be informed and
involved in these procedures. (Note: The Director of Public Work or Agency Engineer may appoint an
agency staff person other than the project manager, who has not been as directly involved in the project,
to be responsible for the remaining steps in these procedures.)
Step 2 Project Manager Documents theAlleged Consultant Design Error(s)
After discussion ofthe alleged design error(s) and the magnitude ofthe alleged enor(s), and with the
Director of Public \lbrks orAgency Engineer's concurrence. the project manager obtains more detailed
documentation than is normally required on the project. Examples include: all decisions and descriptions
ofwork; photographs. records of labor. materials and equipment.
Step 3 Contact the Consultant Regarding the Alleged Design Error(s)
If it is determined that there is a need to proceed further, the next step in the process is for the project
manager to contact the consultant regarding the alleged design erro(s) and the magnitude olthe alleged
erro(s). The project manager and other appropriate agency staffshould represent the agency and the
consultant should be represented by their project manager and any personnel (including sub-consultants)
deemed appropriate for the alleged design error(s) issue.
Step 4 Attempt to Resolve Alleged Design Error with Consultant
After the meeting(s) with the consultant have been completed regarding the consultant's alleged design
ero(s), there are three possible scenarios:
' It is determined via mutual agreement that there is not a consultant design error(s). Ifthis is the case,
then the process will not proceed beyond this point.
' lt is determined via mutual agreement thal a consultant design error(s) occurred. Ifthis is the case,
then the Director of Public Works or Agency Engineer, or their representatives, negotiate a seftlement
with the consultant. The settlement would be paid to the agency or the amount would be reduced from
the consultant's agreement with the agency fbr the services on the project in rvhich the design error
took place. The agency is to provide LP, through the Region Local Programs Engineer, a summary
ofthe settlement for review and to make adjustments, ifany, as to how the settlement affects federal
reimbursements. No further action is required.
' There is not a mutual agreement regarding the alleged consultant design error(s). The consultant may
request that the alleged design error(s) issue be forwarded to the Director of Public Works or Agenc,v
Engineer for review. Ifthe Director ofPublic Works orAgency Engineer, after review with their legal
counsel, is not able to reach mutual agreemenl with the consultant. proceed to Step 5.
Agreement Number: HLP-PBl5(018)
WSDOT Fom 110-089 EF Exhibit I
Revised 10B0nU1
Page 1 of 2
Step 5 Forward Documents to Local Programs
For federally funded projects all available information, including costs, should be forwarded through the
Region Local programs Engineer to LP for their review and consultation with the FHWA. LP will meet
with representativis ofthe agency and the consultant to review the alleged design enor(s), and attempt
to find a resolution to the issue. If necessary. LP will request assistance from the Attomey General's 0ffice
for legal interpretation. LP will atso identi! how the alleged error(s) affects eligibility of project costs
for federal reimbursement.
.lfmutualagreementisreached,theagencyandconsultantadjustthescopeofworkandcosts
ro reflect the agreed upon resolution. LP. in consultation rvith FHWA. uill identifi the amount
of federal participation in the agreed upon resolution ofthe issue.
. If mutual agreement is not reached, the agency and consultant may seek settlement by arbitration
or by litigation.
Agreem€nt Number: HLP-PB l5(018)
WSDOT Form 110-089 EF Exhibit I
Revised 1080m11
Page 2 of 2
Exhibit J
Consultant Claim Procedures
The purpose ofthis exhibit is to describe a procedure regarding claim(s) on a consultant agreement. The following
procedures should only be utilized on consultant claims greater than $ I ,000. If the consultant's claim(s) are a total
ol$ 1.000 or less, it would not be cost etlbctive to proceed through the outlined steps. It is suggested that the
Director of Public Works or Agency Engineer negotiate a fair and reasonable price for the consultant's clairn(s)
that total $ 1.000 or less.
This exhibit will outline the procedures to be followed by the consultant and the agency to consider a potential
claim by the consultant.
Step I Consultant Files a Claim with the Agenc-y- Project Manager
lfthe consultant determines that thev were requested to perform additional services that rvere outside
of the agreement's scope of rvork, they may be entitled to a claim. The first step that must be completed
is the request for consideration ofthe claim to the Agency's project manager.
The consultant's claim must outline the follo*'ing:
. Summation of hours bl classification lor each firm that is included in the claim:
. Any correspondence that directed the consultant to perform the additional work;
. Timeflame ofthe additional work that was outside ofthe project scope;
' Summary ofdirect labor dollars, overhead costs, profit and reimbursable costs associated with
the additional work; and
' Explanation as to why the consultant believes the additional work was outside ofthe agreement
scope ofwork.
Step 2 Review by Agency Personnel Regarding the Consultant's Clain for Additional Compensation
After the consultant has completed step I, the next step in the process is to fonvard the request to the
Agency's project manager. The project manager rvill review the consultant's claim and will met rvith the
Director of Public Works or Agency Engineer to determine if the Agency agrees with the claim. If the
FH\!A is participating in the project's funding, forward a copy ofthe consultant's claim and the Agency's
recommendation for federal participation in the claim to the WSDOT Local hograms through the Region
Local Programs Engineer. Ifthe claim is not eligible for federal panicipation, payment will need to be from
agency funds.
If the Agency project manager, Director of Public Works or Agency Engineer, WSDOT Local Programs
(ifapplicable), and FH\[A (iiapplicable) agree with the consultant's claim. send a request memo. including
backup documentation to the consultant to either supplement the agreement, or create a new agreement
for the claim. After the request has been approved, the Agency shall write the supplement and,/or new
agreement and pay the consultant the amount ofthe claim. Inform the consultant that the final payment lbr
the agreement is subject to audit. No further action in needed regarding the claim procedures.
lf the Agenc.v does not agree with the consultant's claim, proceed to step 3 ofthe procedures.
Agreement Number: HLP-PB l5(018)
WSDOI Form 110-089 EF Exhibit J
Revise.l 10R0nU1
Page 1 of 2
Step 3 Preparation of Support Documentation Regarding Consultant's Claim(s)
Ifthe Agency does not agree with the consultant's claim. the project manager shall prepare a summary
for the Director of Public Works or Agency Engineer that included the following:
. Copy of information supplied by the consultant regarding the claim;
. Agency's summation ofhours by classification for each firm that should be included in the claim:
. Any correspondence that directed the consultant to perform the additional work;
. Agency's summar)'of direct labor dollars, overhead costs. profit and reimbursable costs associated
with the additional work;
. Explanation regarding those areas in which the Agency does/does not agree with the consultant's
claim(s);
. Explanation to describe what has been instituted to preclude future consultant claim(s); and
. Recommendations to resolve the claim.
Step 4 Director of Public Works or Agency Engineer Reviews Consultant Claim and Agency Documentation
The Director ofPublic Works or Agency Engineer shall review and administratively approve or disapprove
the claim, or portions thereof, which may include getting Agency Council or Commission approval (as
appropriate to agency dispute resolution procedures). Ifthe project involves federal participation, obtain
concurence from WSDOT Local Programs and FH\!A regarding final settlement of the claim. If the claim
is not eligible for federal participation, payment will need to be from agency funds.
Step 5 Informing Consultant of Decision Regarding the Claim
The Director ofPublic Wbrks or Agency Engineer shall notify (in writing) the consultant oftheirfinal
decision regarding the consultant's claim(s). Include the final dollar amount ofthe accepted claim(s)
and rationale utilized for the decision.
Step 6 Preparation of Supplement or New Agreement for the Consultant's Claim(s)
The agency shall write the supplement and/or new agreement and pay the consultant the amount
ofthe claim. Inform the consultant that the final payment for the agreement is subject to audit.
Agreement Number: HLP-PB I 5(0 I 8)
Page 2 of 2WSDOT Form ltttH)8g EF Exhibit J
Revised 1OB0aU1