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Home My WebLink About001300 Original Contract City of Port Angeles City Clerk's Copy Record #001300 SERVICE AGREEMENT BETWEEN THE THE CITY OF PORT ANGELES AND 4".W.Wv� NORTON CORROSION LIMITED, LLC PSA-2017-47 RELATING TO: 24-INCH TRANSMISSION MAIN ENGINEERING SERVICES THIS AGREEMENT is made and entered into, by and between THE CITY OF PORT ANGELES, a non-charter code city and municipal corporation of the State of Washington, (hereinafter called the "CITY") and Norton Corrosion Limited, LLC, a Washington state limited liability company (hereinafter called the "CONSULTANT"). NOW, THEREFORE, in consideration of the above representations and the terms, conditions, covenants, and agreements set forth below, the parties hereto agree as follows: I SCOPE OF SERVICES General Scope. CONSULTANT'S scope of services is in the attached Exhibit A and shall include all services and material necessary to accomplish those services. The CITY may review the CONSULTANT'S services, and if they do not meet the professional standard of care, the CONSULTANT shall make such changes as may be required by the CITY. Such changes shall not constitute "Extra Work" as related in Section X11 of this Agreement. Any changes made necessary due to causes outside the CONSULTANT'S reasonable control shall be provided as an extra work herein. The CONSULTANT agrees that all services performed under this Agreement shall be in accordance with the applicable professional standards and in compliance with applicable federal, state and local laws. The Scope of Services may be amended upon written approval of both parties. 11 OWNERSHIP OF DOCUMENTS Upon completion of the services, all documents, exhibits, digital photos, or other presentations of the services, with the exception of those standard details and specifications regularly used by the CONSULTANT in its normal course of business, shall, upon payment of all amounts rightfully owed by the CITY to the CONSULTANT, become the property of the CITY for use without restriction and without representation CONTRACT NO PSA-2017-47 QFORM REVISED 7120171 Page I of 14 as to suitability for reuse by any other party unless specifically verified or adapted by the CONSULTANT. However, any alteration of the documents, by the CITY or by others acting through or on behalf of the CITY, will be at the CITY's sole risk. III DESIGNATION OF REPRESENTATIVES Each party shall designate its representatives in writing. The CONSULTANT'S representative is subject to the CITY's approval. IV TIME OF PERFORMANCE The CONSULTANT may begin work upon execution of this Agreement by both parties and written direction to proceed from the CITY. The duration of the Agreement shall extend through June 30, 2018. The work shall be completed in accordance with the schedule set forth in the attached Exhibit B. V PAYMENT The CITY shall pay the CONSULTANT as set forth in this section of the Agreement. Such payment shall be full compensation for work performed, services rendered, and all labor, materials, supplies, equipment and incidentals necessary to complete the work. X Payment shall be on the basis of the CONSULTANT'S cost for actual labor, overhead and profit plus CONSULTANT'S direct non-salary reimbursable costs as set forth in the attached Exhibit C. B. The CONSULTANT shall submit invoices to the CITY on a monthly basis. Invoices shall detail the work, hours, employee name, and hourly rate; shall itemize with receipts and invoices the non-salary direct costs, subconsultants, and outside services; shall indicate the specific task or activity in the Scope of Service to which the costs are related; and shall indicate the cumulative total for each task. C. The CITY shall review the invoices and make payment for the percentage of the project that has been completed less the amounts previously paid. D The CONSULTANT invoices, are due and payable within 30 days of receipt. In the event of a disputed billing, only the disputed portion will be withheld from payment. E, Final payment for the balance due to the CONSULTANT will be made after the completion of the work and acceptance by the CITY. F. Payment for"Extra Work" performed under Section X11 of this Agreement shall be as agreed to by the parties in writing. CONTRACT NO PSA-2017-47 [FORM REVSED 7/20171 Page 2 of 14 V! MAXIMUM COMPENSATION Unless otherwise agreed to in writing by both parties, the CONSULTANT'S total compensation and reimbursement under this Agreement, including labor, direct non- salary reimbursable costs, subconsultant costs and outside services, shall not exceed the maximum sum of$9,938.00. The budget for each task is as set forth in the attached Exhibit D. Budgets for tasks may be modified upon mutual agreement between the two parties, but in any event, the total payment to CONSULTANT shall not exceed $9,938.00. Vill INDEPENDENT CONTRACTOR STATUS The relation created by this Agreement is that of owner-independent contractor. The CONSULTANT is not an employee of the CITY and is not entitled to the benefits provided by the CITY to its employees. The CONSULTANT, as an independent contractor, has the authority to control and direct the performance within the scope of services to be provided. The CONSULTANT shall assume full responsibility for payment of all Federal, State, and local taxes or contributions imposed or required, including, but not limited to, unemployment insurance, Social Security, and income tax. Vill EMPLOYMENT Employees of the CONSULTANT, while engaged in the performance of any work or services under this Agreement, shall be considered employees of the CONSULTANT only and not of the CITY, and claims that may arise under the Workman's Compensation Act on behalf of those employees while so engaged, and any and all claims made by a third party as a consequence of any negligent act or omission on the part of the CONSULTANT'S employees while so engaged, on any of the work or services provided to be rendered herein, shall be the sole obligation and responsibility of the CONSULTANT. In performing this Agreement, the CONSULTANT shall not employ or contract with any CITY employee without the CITY's written consent. IX NONDISCRIMINATION The CONSULTANT shall conduct its business in a manner which assures fair, equal and non-discriminatory treatment of all persons, without respect to race, creed or national origin, or other legally protected classification and, in particular: A. The CONSULTANT shall maintain open hiring and employment practices and will welcome applications for employment in all positions, from qualified individuals who are members of minorities protected by federal equal opportunity/affirmative action requirements-, and, B. The CONSULTANT shall comply with all requirements of applicable federal, state or CONTRACT NO PSA-2017-47 [FORM REV�SED V201] Page 3 of 94 local laws or regulations issued pursuant thereto, relating to the establishment of non-discriminatory requirements in hiring and employment practices and assuring the service of all persons without discrimination as to any person's race, color, religion, sex, sexual orientation, genetic information, Vietnam era veteran status, disabled veteran condition, physical or mental handicap, or national origin. X SUBCONTRACTS A. The CONSULTANT shall not sublet or assign any of the work covered by this Agreement without the written consent of the CITY. B. In all solicitation either by competitive bidding or negotiation made by the CONSULTANT for work to be performed pursuant to a subcontract, including procurement of materials and equipment, each potential sub-consultant or supplier shall be notified by the CONSULTANT of CONSULTANT's obligations under this Agreement, including the nondiscrimination requirements. XI CHANGES IN WORK Other than changes directed by the CITY as set forth in Section I above, either party may request changes in the Scope of Services. Such changes shall not become part of this Agreement unless and until mutually agreed upon and incorporated herein by written amendments to this Agreement executed by both parties. X11 EXTRA WORK The CITY may desire to have the CONSULTANT perform work or render services in connection with this Agreement, in addition to the Scope of Services set forth in Exhibit A and minor revisions to satisfactorily completed work. Such work shall be considered as "Extra Work" and shall be addressed in a written supplement to this Agreement. The CITY shall not be responsible for paying for such extra work unless and until the written supplement is executed by both parties. XIII TERMINATION OF AGREEMENT A. The CITY may terminate this Agreement at any time upon not less than ten (10) days written notice to the CONSULTANT. Written notice will be by certified mail sent to the CONSULTANT's designated representative at the address provided by the CONSULTANT. As a condition precedent to termination for cause the CONSULTANT shall be given the notice period to cure such cause and shall have failed to so cure. B. In the event this Agreement is terminated prior to the completion of the work, a final payment shall be made to the CONSULTANT, which, when added to any payments previously made, shall compensate the CONSULTANT for the work completed. CONTRACT NO PSA-201747 [FORM REVISED 7120171 Page 4 of 14 C. In the event this Agreement is terminated prior to completion of the work, documents that are the property of the CITY pursuant to Section 11 above, shall be delivered to and received by the CITY prior to transmittal of final payment to the CONSULTANT, XIV INDEMNIFICATION/HOLD HARMLESS The CONSULTANT shall defend, indemnify and hold the CITY, its officers, officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or in connection with the performance of this Agreement, except for injuries and damages caused by the sole negligence of the CITY. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the CONSULTANT and the CITY, its officers, officials, employees, and volunteers, the CONSULTANT'S liability hereunder shall be only to the extent of the CONSULTANT'S negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the CONSULTANT'S waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. XV INSURANCE The CONSULTANT shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the CONSULTANT, its agents, representatives, employees or subcontractors. No Limitation. CONSULTANT'S maintenance of insurance as required by the agreement shall not be construed to limit the liability of the CONSULTANT to the coverage provided by such insurance, or otherwise limit the CITY'S recourse to any remedy available at law or in equity. A. Minimum Scope of Insurance CONSULTANT shall obtain insurance of the types described below: 1, Automobile Liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage-, and, 2. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent CONTRACT NO PSA-2017-47 [FORM REVISED 7/20171 Page 5 of 14 contractors, products-completed operations, stop gap liability, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85 or an equivalent endorsement. There shall be no endorsement or modification of the Commercial General Liability Insurance for liability arising from explosion, collapse or underground property damage. The CITY shall be named as an insured under the CONSULTANT'S Commercial General Liability insurance policy with respect to the work performed for the CITY using ISO Additional Insured endorsement CG 20 10 10 01 and Additional Insured-Completed Operations endorsement CG 20 37 10 01 or substitute endorsements providing equivalent coverage; and, 3. Workers' Compensation coverage as required by the Industrial Insurances laws of the State of Washington,- and 4, Professional Liability insurance appropriate to the CONSULTANT's profession. B. Minimum Amounts of Insurance CONSULTANT shall maintain the following insurance limits- 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of$1,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate. 3. Professional Liability insurance shall be written with limits no less than $1,000,000 per claim and $1,000,000 policy aggregate limit, C. Other Insurance Provisions The CONSULTANT'S Automobile Liability and Commercial General Liability insurance policies are to contain, or be endorsed to contain that they shall be primary insurance as respect the CITY. Any insurance, self-insurance, or insurance pool coverage maintained by the CITY shall be excess of the CONSULTANT'S insurance and shall not contribute with it. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:Vll. E. Verification of Coverage CONSULTANT shall furnish the CITY with original certificates and a copy of the CONTRACT NO PSA-2017-47 [FORM REVVSED 7/20171 Page 6 of 14 amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the CONSULTANT before commencement of the work, F. Subcontractors The CONSULTANT shall have sole responsibility for determining the insurance coverage and limits required, if any, to be obtained by subcontractors, which determination shall be made in accordance with reasonable and prudent business practices. G. Notice of Cancellation The CONULTANT shall provide the CITY and all Additional Insureds for this work with written notice of any policy cancellation, within two business days of their receipt of such notice. H. Failure to Maintain Insurance Failure on the part of the CONSULTANT to maintain the insurance as required shall constitute a material breach of contract, upon which the CITY may, after giving five business days notice to the CONSULTANT to correct the breach, immediately terminate the Agreement or, at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to the CITY on demand, or at the sole discretion of the CITY, offset against funds due the CONSULTANT from the CITY. XVI APPLICABLE LAW This Agreement shall be construed and interpreted in accordance with the laws of the State of Washington, and in the event of dispute the venue of any litigation brought hereunder shall be Clallarn County. XVII SIGNATURES This Agreement, including its exhibits, constitutes the entire Agreement, supersedes all prior written or oral understandings, and may only be changed by a written amendment executed by both parties. XVIII QUALIFICIATIONS CONSULTANT is in full compliance with the statutes of the State of Washington for professional registration and other applicable requirements. CONSULTANT has the background, experience, and ability to perform the required work in accordance with the standards of the profession. CONSULTANT provide qualified personnel and appropriate facilities necessary to accomplish the work. CONTRACT NO PSA-2017-47 [FORM REVSEID 7/20171 IPage 7 of 14 XX ATTACHMENTS The following exhibits are hereby made a part of this Agreement: Exhibit A— Scope of Services Exhibit B — Schedule Exhibit C — Fee Schedule Exhibit D -- Budget IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the last signature affixed beiow. CITYOF PORT ANGELES NORTON CORROSION LIMITED, LLC By: By: Dan McKeen, City Manager 'Title: ................ Date: ATTES'T: "J n2t�-r- APPRO EDASTOFORM William E. Bloor, City Attorney CONTRACT NO PSA-2017-47 [FORM REWSED 7/20171 Page 8 of 14 EXHIBIT A -- SC OP'E SCOPE OF SERVICES The City will excavate and expose four locations along the 24-inch transmission main between the Dry Creek Olympic Discovery Trail Bridge and the Port Angeles Water Treatment Plant. Each pit will be excavated to meet requirements needed to inspect and test the transmission main. The pits will be completed before Norton Corrosion Limited (NCL) arrives onsite. TASK I —Site Visit/Inspection At the four locations of exposed transmission main, the CONSULTANT shall perform the following- • Visually inspect the pipe, soil around the pipe, condition of the poly bagging, pipe joints (if exposed), and the external conditions around the piping area. • Photo document the conditions, observed at each pit. The pictures shall be used as a pictorial log to assist with documentation and included in the final report. • Collect soil samples around the pipe for testing relative to corrosiveness (such tests as resistivity, moisture, pH, Redox Sulfide Screen, etc.) • Perform Ultrasonic Testing on pipe to determine the wall thickness and conditions. • Perform Pit Depth measurement on the exterior of the pipe. This task shall include up to two (2) mobilizations/demobilizations of a NCL MACE certified corrosion professional. TASK 2 — Lab Testing The CONSULTANT shall perform lab testing on the soil samples collected at each of the four (4) excavations as described in Task 1, TASK 3 —Written Report The CONSULTANT shall provide a detailed written report that shall include raw data collected, a detailed summary of observations, photographs taken, conclusions, and recommendations. CONTRACT NO PSA-2017-47 [FORM REV1 SED 7t20171 Page 9 of 14 EXHIBIT B - SCHEDULE The CONSULTANT shall coordinated with City of Port Angeles Engineering Staff to determine available dates to perform the Tasks outlined in Exhibit A. CONTRACT NO PSA-2017-47 [FORM REVRSED 7/2017) Page 10 of 14 EXHIBIT C - FEE SCHEDULE CONSULTANTS 2017 Engineering and Lab Testing Rates are shown on the following pages. CONTRACT NO PSA-2017-47 [FORM IRE VBSED 7120171 Page 11 of 14 NORTON CORROSION UWTFD 2017 Engineering Rate Schedule Except Litigation and Expert Tesdrnony Effective January 1,2017 2017 rates 1-8,W—aftrift Principal Engineer 5218.00 Sr.Corrosion Engineer $192.00 Corrosion Engineer $163.00 Sr.Corrosion Technician $135.00 Conx)sion Technician $115,00 Computer Services(CADD $100,00 Secretarial $78.00 Soil 1" rtlnu In-house lab-Simple soil and water tab 575k0 work-per test Out-source lab-cost+t 5% Expenses-cost � 15% Mileage-PersorW Vehicle IRS Standard Mileage Rate 15% $0.5441 ConstructionMaLerials Construction Crew Time Total Crew days 10 hour work days SIXUO Construction Foreman-Individual $108AX1 Construction Laborer-Individual 589.00 Shop Labor Rate $89.00 Subcontractors+Equipment Rental NCL Equipment A�Drill Rig $31.25 /ft B.Drill Mobilization $316+$1.94/mile over 50 miles C.Concrete Saw $3.61 /single cut D,Concrete Saw $6.90/double cut E.Core Drill 4" S40.38 thole F.Core Drill 8" S78.65 thole G.Backhoe S 160(kradlunload) +-$3 31/day /day H.Boat $350,00 day Materials see RG or Sales (7)2017 Year-ao.Year rate workup V2=17 CONTRACT NO PSA-2017-47 [FORM REWSED 7120'17] Page 12 of 14 2017 Sad TesUng Order Form Norton Corrosion Urnited $820 Mod Street SE, Wootfinvilte,WA 981177 CUent.please complete items below and include form with your Samples Phone(425 113-1616 Ojeni comiact: Client M Client firm Project name: Address Citent Job Numbec City,State Zip, Projected structures. Oiert Phone Number ldantfy from cost per test Cost for all tests iW bekow #a(tests per based on tming run per Sod sampie iderrttficaifor: teStS to e0 W StlffdlG turnaround sample Exarriple:SameST.2 7 8 a,e,h x x 3, x x x Total Cost for all sample testing(includes a report tisfing test results only Add narraUve report-fists test results,are $370Z8 prmdes simple,narrative iefter-styke report describing lmpact of s(*%on protected struntures Total Cost of lestrig and report io Day 5 Day 3 Day 2 Day I Day Sarver Day Test Turnaround Turnaround Turnaround Turnaround Turnaround Priority a #,+Momvire $73,96 $119.40 $126,21 $141.97 $15773 $197,38 b Restsbvlty-native $73,98 $110,40 $126,21 $14197 S'157.73 V97,38 c 0 Resisfivdy-saturated $7198 $1 IGA0 U26,21 $14197 $15713 $19738 d Conductivity(24 hrs lab $7198 $110.40 $12621 $1411.97 $157.73 $19738 bme9 e 4 pH(24 frrs lab time) $73.98 511O.40 $126,21 $141,97 $15773 $197 38 f #,-Redox(24 rus lab $73,98 $1 MAO $126,21 $14197 $15773 $19738 nme) g #.*Suffice Screen(24 $7398 $110,40 $12621 $141,97 $1577.4 $19738 hirs lab orne) h cNondes; $73.96 $11040 $12621 $.14197 Not avafl Not avail i SuRates $7398 $1110,40 $126.21 $141.97 Not avail Nos avall i Sakrity $73.98 S1 10.40 IS12621 5141 97 Not avafl Not avad k Camoravon $7198 $110,40 $12621 $141 97 Nct avaii Not avaiill I 04PRA Testing Battery- $399,90 $55200 $631 05 $70985 Not avafl Not ava4li, tests 6above)marked included M Corrosion based or $221.94 $33110 $378,63 5425.91 Not avail Not avail SRB!s(suffate reduckig bacteria l-lasts Cabovo) marked-included I other tests pnoong For NCL ease:. NCL Job No, Recwved from Date ordered Date eceived Time recs"ved RerA*ved tty (7) Als CONTRACT NO PSA-2017-47 �FORM REVESED 7/2017] Page 13 x9(14 EXHIBIT D - BUD ►ET BUDGET CONSULTANT will perform the scope of work in Exhibit A per Exhibit C — Fee Schedule. TASK 1 — Site Visits/Inspection $6,186.00 TASK 2 — Lab Testing $1,448.00 TASK 3—Written Report $2,304.00 TOTAL CONTRACT AMOUNT $9,938.00 CONTRACT NO PSA-2017-47 (FORM REVISED 7120171 Page 14 of 14